Sec Form 4 Filing - Rosebrough Walter M Jr @ STERIS plc - 2018-12-03

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Rosebrough Walter M Jr
2. Issuer Name and Ticker or Trading Symbol
STERIS plc [ STE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President & CEO
(Last) (First) (Middle)
C/O RUTHERFORD HOUSE, STEPHENSONS WAY, CHADDESDEN
3. Date of Earliest Transaction (MM/DD/YY)
12/03/2018
(Street)
DERBY, X0DE21 6LY
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Ordinary Shares, 10 pence par value 12/03/2018 M 18,000 ( 1 ) A $ 29.94 66,895 D
Ordinary Shares, 10 pence par value 12/03/2018 S 18,000 ( 1 ) D $ 120 48,895 ( 2 ) D
Ordinary Shares, 10 pence par value 12/03/2018 G V 5,000 ( 3 ) D $ 0 13,000 I See Footnote Below. ( 4 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 29.94 12/03/2018 M 18,000 ( 5 ) 05/30/2022 Ordinary Shares 18,000 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Rosebrough Walter M Jr
C/O RUTHERFORD HOUSE, STEPHENSONS WAY
CHADDESDEN
DERBY, X0DE21 6LY
X President & CEO
Signatures
/s/ Ronald E. Snyder, Authorized Representative under Power of Attorney 12/06/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )This exercise and sale of a total of 18,000 ordinary shares is pursuant to a Rule 10b5-1 Stock Trading Plan entered into by the Reporting Person on November 28, 2018.
( 2 )These 48,895 ordinary shares are held by the Reporting Person as Trustee of a revocable trust established for his benefit. 37,375 of these Ordinary Shares are restricted. The restrictions on the restricted Ordinary Shares lapse as follows: 3,625 on May 28, 2019; 4,000 on May 30, 2019; 3,097 on May 31, 2019; 4,681 on June 3, 2019; 4,681 on June 1, 2020; 4,000 on June 1, 2020; 3,097 on June 1, 2020; 4,000 on June 1, 2021; 3,097 on June 1, 2021 and 3,097 on May 31, 2022.
( 3 )This gift of a total of 5,000 shares, held by the Reporting Person's Spouse as Trustee of a revocable trust established for her benefit, was pursuant to a Rule 10b5-1 Stock Trading Plan entered into by the Reporting Person's Spouse, as Trustee, on November 28, 2018.
( 4 )These ordinary shares are held by the Reporting Person's Spouse as Trustee of a revocable trust established for her benefit.
( 5 )This option to purchase 18,000 STERIS plc ordinary shares, which is fully vested, was received in the Merger in exchange for an option to purchase 18,000 STERIS Corporation common shares for $29.94 per share, subject to the same terms and conditions as the original STERIS stock option.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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