WARBURG PINCUS & CO. 4

What Happened
Warburg Pincus & Co., reported as a greater-than-10% owner of Sotera Health Company (SHC), sold 19,102,952 shares on May 13, 2026. The shares were sold in an underwritten public secondary offering at $15.17 per share, generating total proceeds of $289,753,576. The Form 4 was filed on May 15, 2026.

Key Details

• Transaction date: 2026-05-13 (Sale; code S)
• Price: $15.17 per share
• Shares sold: 19,102,952
• Total value: $289,753,576
• Filing date: 2026-05-15 (timely filing; within standard Section 16 reporting window)
• Shares owned after transaction: Not specified in this Form 4 (this is Form 1 of 2; see Form 2 of 2 for additional reporting entities)
• Notable footnotes: Transaction executed in an underwritten public secondary offering (F1). Multiple affiliated Warburg Pincus entities are involved; each entity disclaims beneficial ownership except for any pecuniary interest (F2–F5).

Context
This was an institutional sale by affiliated Warburg Pincus entities as part of a marketed secondary offering—not an individual executive open-market trade. Secondary offerings are shareholder liquidity events involving existing holders; they do not, by themselves, convey management’s view of the company. See the related Form 2 of 2 for additional reporting entities involved in the same transaction.