SEC FORM 4

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

TOKICH MICHAEL J

(Last)

(First)

(Middle)

C/O RUTHERFORD HOUSE, STEPHENSONS WAY

CHADDESDEN

(Street)

DERBY

DE21 6LY

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
STERIS plc [ STE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Sr. Vice Pres., CFO

3. Date of Earliest Transaction (Month/Day/Year)
11/07/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Ordinary Shares, 10 pence par value	11/07/2018		M		14,500⁽¹⁾	A	$36.09	64,958	D
Ordinary Shares, 10 pence par value	11/07/2018		S		14,500⁽¹⁾	D	$118	50,458	D
Ordinary Shares, 10 pence par value	11/07/2018		M		20,000⁽¹⁾	A	$29.94	70,458	D
Ordinary Shares, 10 pence par value	11/07/2018		S		20,000⁽¹⁾	D	$120	50,458⁽²⁾	D
Ordinary Shares, 10 pence par value								3,387	I	See Footnote Below.⁽³⁾

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (right to buy)	$36.09	11/07/2018		M			14,500	⁽⁴⁾	05/31/2021	Ordinary Shares	14,500	$0.00	0	D
Employee Stock Option (right to buy)	$29.94	11/07/2018		M			20,000	⁽⁵⁾	05/30/2022	Ordinary Shares	20,000	$0.00	0	D

Explanation of Responses:

1. This exercise and sale of a total of 34,500 ordinary shares is pursuant to a Rule 10b5-1 Stock Trading Plan entered into by the Reporting Person on June 4, 2018.

2. 25,940 of these ordinary shares are restricted. The restrictions on these ordinary shares lapse as follows: 7,000 on May 28, 2019; 4,000 on October 1, 2019; 4,700 on June 1, 2020; 6,000 on June 1, 2021; and 4,240 on May 31, 2022.

3. Units representing 3,387 ordinary share equivalents are held on behalf of the Reporting Person under the STERIS Corporation 401(k) Plan as of November 7, 2018.

4. This option to purchase 14,500 STERIS plc ordinary shares, which is fully vested, was received in the Merger in exchange for an option to purchase 14,500 STERIS Corporation common shares for $36.09 per share, subject to the same terms and conditions as the original STERIS stock option.

5. This option to purchase 20,000 STERIS plc ordinary shares, which is fully vested, was received in the Merger in exchange for an option to purchase 20,000 STERIS Corporation common shares for $29.94 per share, subject to the same terms and conditions as the original STERIS stock option.

Remarks:

	/s/ Ronald E. Snyder, Authorized Representative under Power of Attorney	11/08/2018
	** Signature of Reporting Person	Date
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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