Sec Form 4 Filing - Yellin Seth M @ CANTEL MEDICAL CORP - 2021-06-02

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
Yellin Seth M
2. Issuer Name and Ticker or Trading Symbol
CANTEL MEDICAL CORP [ CMD]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Executive Vice President
(Last) (First) (Middle)
150 CLOVE ROAD
3. Date of Earliest Transaction (MM/DD/YY)
06/02/2021
(Street)
LITTLE FALLS, NJ07424
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
Common Stock, par value $.10 per share 06/02/2021 D( 1 )( 2 ) 41,622 ( 1 ) ( 2 ) D $ 80.59 ( 1 ) ( 2 ) 0 D
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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Off icer Other
Yellin Seth M
150 CLOVE ROAD
LITTLE FALLS, NJ07424
Executive Vice President
Signatures
/s/ Seth M. Yellin 06/02/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents (i) a portion of shares that, at the effective time of the First Merger (as defined in the Agreement and Plan of Merger, as amended and restated on March 1, 2021 (the "Merger Agreement"), by and among Cantel Medical Corp., a Delaware corporation (the "Company"), STERIS plc, an Irish public limited company ("STERIS"), Solar New US Holding Co, LLC and Crystal Merger Sub 1, LLC) (the "Effective Time"), were converted into the right to receive (i) 0.33787 ordinary shares, par value $0.001 per share, of STERIS (the "Stock Consideration"), and (ii) $16.93 in cash (the "Cash Consideration" and, together with the Stock Consideration, the "Merger Consideration").
( 2 )Based on the closing price of ordinary shares of STERIS on June 1, 2021, the last trading day before the Effective Time, the value of the Stock Consideration payable per share of common stock, par value $.10 per share, of the Company ("Company Common Stock") was $63.66, and the value of the Merger Consideration payable per share of Company Common Stock pursuant to the Merger Agreement was $80.59 and (ii) a portion of shares that, at the Effective Time, were converted into STERIS equity awards based on an equity award exchange ratio that is intended to preserve the value of the award immediately before and after the conversion.

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