Sotera Health Co false 0001822479 0001822479 2022-05-16 2022-05-16












Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): May 19, 2022 (May 16, 2022)




(Exact Name of Registrant as Specified in Charter)




Delaware   001-39729   47-3531161

(State or Other Jurisdiction

of Incorporation)



File Number)


(IRS Employer

Identification No.)

9100 South Hills Blvd, Suite 300

Broadview Heights, Ohio 44147

(Address of Principal Executive Offices) (Zip Code)

(440) 262-1410

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class





Name of Exchange

on which registered

Common stock, $0.01 par value per share   SHC   The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐




Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 16, 2022, Scott J. Leffler, who is currently Chief Financial Officer and Treasurer, informed Sotera Health Company (the “Company”) of his decision to resign from his position at the Company to pursue other opportunities and to relocate to Florida for personal reasons. Mr. Leffler will depart from the Company on or about August 12, 2022, and he will remain in his position to assist with the transition of his responsibilities until such date. Mr. Leffler’s decision to resign from the Company was not the result of any disagreement relating to the Company’s strategy, operations, policies or practices or any issues regarding the Company’s accounting policies, procedures, estimates or judgments.

Item 7.01 Regulation FD Disclosure

On May 19, 2022, the Company issued a press release in connection with the foregoing, a copy of which is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.





99.1    Press Release, dated May 19, 2022.
104    Cover Page Interactive Data file (formatted as Inline XBRL).


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


    Sotera Health Company
Date: May 19, 2022     By:   /s/ Terrence G. Hammons, Jr.
      Terrence G. Hammons, Jr.
      Senior Vice President, General Counsel and Secretary

Exhibit 99.1



Sotera Health Announces Departure of Chief Financial Officer Scott Leffler

CLEVELAND, Ohio, May 19, 2022 – Sotera Health Company (NASDAQ: SHC), a leading global provider of mission-critical end-to-end sterilization solutions and lab testing and advisory services for the healthcare industry, today announced the departure of Scott Leffler, Sotera Health’s Chief Financial Officer (CFO). After over five years at Sotera Health, Leffler has accepted another CFO role and will be relocating to Florida. To support an orderly transition, Leffler will remain at Sotera Health until August 12, 2022.

Sotera Health has launched a formal search process to identify Leffler’s permanent replacement. Mr. Leffler’s departure is driven by other opportunities and his family’s desire to relocate and is not related to any matter connected with the Company’s operations, policies or practices.

“The Board and I thank Scott for his many contributions to Sotera Health during his tenure. He has been an integral part of our executive management team, and we wish him all the best success in his next endeavor,” said Michael B. Petras, Jr., Chairman and CEO. “Scott will be working closely with our experienced Finance team on the transition, until his departure in August. We are confident in our ability to execute our business strategy and in the continued growth of the company.”

“I am immensely proud of our achievements since I joined Sotera Health over five years ago,” said Leffler. “It has been an honor to work with the Sotera Health leadership team and so many exceptionally talented individuals as we grew the company and delivered on our mission, Safeguarding Global Health, while becoming a public company. I am leaving knowing that Sotera Health is well positioned for the future.”

About Sotera Health

Sotera Health Company is a leading global provider of mission-critical end-to-end sterilization solutions and lab testing and advisory services for the healthcare industry. Sotera Health goes to market through three businesses – Sterigenics®, Nordion® and Nelson Labs®. Sotera Health is committed to its mission, Safeguarding Global Health®.



Joseph Vitale

VP, Investor Relations, Sotera Health



Sally J. Curley, IRC

Curley Global IR, LLC



Kristin Gibbs

Chief Marketing Officer, Sotera Health


Source: Sotera Health Company