Sec Form 4 Filing - WILSON LOYAL W @ STERIS CORP - 2015-11-02

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
WILSON LOYAL W
2. Issuer Name and Ticker or Trading Symbol
STERIS CORP [ STE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O 5960 HEISLEY ROAD
3. Date of Earliest Transaction (MM/DD/YY)
11/02/2015
(Street)
MENTOR, OH44060
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 Shares, No Par Value 11/02/2015 D 25,068 D 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
Director Stock Option (right to buy) $ 27.68 11/02/2015 D 3,387 ( 2 ) 07/27/2017 Common Shares, No Par Value 3,387 ( 2 ) 0 D
Director Stock Option (right to buy) $ 34.17 11/02/2015 D 2,744 ( 3 ) 07/31/2018 Common Shares, No Par Value 2,744 ( 3 ) 0 D
Director Stock Option (right to buy) $ 28.08 11/02/2015 D 3,609 ( 4 ) 07/31/2019 Common Shares, No Par Value 3,609 ( 4 ) 0 D
Director Stock Option (right to buy) $ 32.34 11/02/2015 D 3,133 ( 5 ) 08/04/2020 Common Shares, No Par Value 3,133 ( 5 ) 0 D
Director Stock Option (right to buy) $ 31.61 11/02/2015 D 3,121 ( 6 ) 08/03/2021 Common Shares, No Par Value 3,121 ( 6 ) 0 D
Director Stock Option (right to buy) $ 32.36 11/02/2015 D 3,218 ( 7 ) 08/03/2022 Common Shares, No Par Value 3,218 ( 7 ) 0 D
Director Stock Option (right to buy) $ 64.05 11/02/2015 D 4,110 ( 8 ) 08/31/2025 Common Shares, No Par Value 4,110 ( 8 ) 0 D
Career Restricted Stock Units ( 9 ) 11/02/2015 D 10,502 ( 9 ) ( 9 ) Common Shares, No Par Value 10,502 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WILSON LOYAL W
C/O 5960 HEISLEY ROAD
MENTOR, OH44060
X
Signatures
/s/ Dennis P. Patton, Authorized Representative under Power of Attorney 11/02/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents shares of STERIS Corporation ("STERIS") disposed of pursuant to merger of a wholly-owned subsidiary of STERIS plc ("New STERIS") with and into STERIS, with STERIS surviving the merger as a wholly-owned subsidiary of New STERIS (the "Merger"), in exchange for ordinary shares of New STERIS, which was consummated simultaneous with and conditioned on New STERIS' acquisition of Synergy Health plc by commencing a "recommended offer" under English law. At the effective time of the Merger, each STERIS common share was cancelled and converted into the right to receive one New STERIS ordinary share.
( 2 )This option is fully vested. This option was assumed by New STERIS in the Merger and converted to an option to purchase 3,387 ordinary shares of New STERIS for $27.68 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 3 )This option is fully vested. This option was assumed by New STERIS in the Merger and converted to an option to purchase 2,744 ordinary shares of New STERIS for $34.17 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 4 )This option is fully vested. This option was assumed by New STERIS in the Merger and converted to an option to purchase 3,609 ordinary shares of New STERIS for $28.08 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 5 )This option is fully vested. This option was assumed by New STERIS in the Merger and converted to an option to purchase 3,133 ordinary shares of New STERIS for $32.34 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 6 )This option is fully vested. This option was assumed by New STERIS in the Merger and converted to an option to purchase 3,121 ordinary shares of New STERIS for $31.61 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 7 )This option is fully vested. This option was assumed by New STERIS in the Merger and converted to an option to purchase 3,218 ordinary shares of New STERIS for $32.36 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 8 )This option is fully vested. This option was assumed by New STERIS in the Merger and converted to an option to purchase 4,110 ordinary shares of New STERIS for $64.05 per share, subject to the same terms and conditions that were applicable to the original STERIS option.
( 9 )At the effective time of the Merger, each STERIS career restricted stock unit was cancelled and converted to a New STERIS career restricted stock unit, subject to the same terms and conditions that were applicable to the original STERIS career restricted stock unit. These New STERIS career restricted stock units are fully vested and will be settled in New STERIS ordinary shares six months after the cessation of the Director's Board service.

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