Chen Ruoxi 4

What Happened

• Chen Ruoxi, a non‑employee director of Sotera Health Co. (SHC), was granted 14,970 Restricted Stock Units (RSUs) on May 22, 2026. The grant was reported at $0.00 (no cash paid). Each RSU represents the right to receive one share of common stock upon vesting; the Form 4 lists the grant as an award rather than a purchase or sale.

Key Details

• Transaction date and price: May 22, 2026; $0.00 per RSU (award/grant).
• Holdings after transaction: filing indicates 80,961 shares of common stock plus 14,970 RSUs (totaling 95,931 securities, per footnote).
• Vesting terms (footnote): RSUs vest in full on the earlier of (i) the first anniversary of the grant date or (ii) the date immediately prior to the issuer’s next regular annual shareholders meeting, subject to continued service as a non‑employee director.
• Filing timeliness: Form 4 was filed May 27, 2026 (five days after the grant). Form 4s are generally due within two business days of the transaction, so this appears to be a late filing.
• Other remark: Power of Attorney for Mr. Chen is referenced from the Form 3 filed Nov 20, 2020.

Context

• RSUs are compensation awards that convert to shares only if/when they vest — they are not an open‑market purchase and do not immediately change market exposure. Director RSU grants are common for non‑employee board compensation and should be viewed as routine equity compensation rather than a direct buy/sell signal.