DEF 14A of STERIS plc, Jun 11, 2026

DEF 14A of STERIS plc

Filed Jun 11, 2026 · FY20260001193125-26-267599

Open on EDGAR

  1. Director Nominee Highlights

    Director Nominee Highlights Directors are elected annually by a majority of votes cast for terms expiring at the next annual general meeting of shareholders. Select information regarding each director nominee is specified below. For more information about our nominees, see “Proposal 1-Resolutions Regarding the Election of Directors.”

  2. Director Nominee Highlights

    | | | | | Board Committee Memberships at 3/31/26 | | | | | | | Name | Age(1) | Director Since | Independent | Audit (2) | Compensation and Organization Development | Nominating and Governance | Compliance and Technology | Other Current Public Company Boards | Diversity | | Dr. Esther M. Alegria Executive Consultant and Advisor at The LaSalle Group | 67 | 2023 | ✓ | | | ✓ | | — | ✓ | | Pierre Boulud CEO of bioMérieux | 54 | 2026 | ✓ | | | | | — | | | Daniel A. Carestio President and CEO STERIS | 53 | 2021 | | | | | ✓ | — | | | Cynthia L. Feldmann Former President & Founder Jetty Lane Associates | 73 | 2005 | ✓ | ✓ | | | | 1 | ✓ | | Christopher S. Holland Former Senior VP & CFO C.R. Bard | 59 | 2020 | ✓ | ✓ | | | | 1 | | | Paul E. Martin Former Senior V.P. & CIO Baxter International | 68 | 2021 | ✓ | ✓ | ✓ | | | 2 | ✓ | | Dr. Nirav R. Shah Senior Scholar, Stanford University | 54 | 2018 | ✓ | | ✓ | | ✓ | — | ✓ | | Louis A. Shapiro Former President and CEO of Hospital for Special Surgery | 66 | 2025 | ✓ | ✓ | | | ✓ | 1 | | | Dr. Mohsen M. Sohi Former CEO of Freudenberg SE | 67 | 2005 | ✓ | | | ✓ | | 2 | |

  3. Director Nominee Highlights

    = Chairperson

  4. Director Nominee Highlights

    | (1) The age provided for each director is their age on the Record Date. |

  5. Director Nominee Highlights

    | (2) Richard C. Breeden is the current chair of the Audit Committee. Mr. Breeden is not standing for re-election. |

  6. Director Nominee Demographics

    Director Nominee Demographics The following demographic information is presented with respect to the Director nominees for election.

  7. Director Nominee Demographics

    | Tenure Balance(1) | Independence | Diversity | | | | |

  8. Director Nominee Demographics

    | (1) Tenure is as of the Annual Meeting to be held on July 31, 2026 and is based on actual start date. |

  9. Director Nominee Demographics

    | Proxy Summary: Director Nominee Skills Matrix |

  10. Director Nominee Skills Matrix

    Director Nominee Skills Matrix Our Nominating and Governance Committee and our Board are focused on ensuring that a wide range of backgrounds, attributes, viewpoints and experiences are represented on our Board. The chart below highlights the diverse and balanced mix of attributes and experiences of the Director nominees as a whole. While the matrix is useful for determining the collective skills of the Board as a whole, it is not a comparative measure of the value of any director. Each mark ● indicates an experiential strength that was self-selected by each director.

  11. Director Nominee Skills Matrix

    | Capital Markets and Investment Background or experience with an investment or brokerage firm, investment banking or similar financial experience. | ● ● ● 〇 〇 〇 〇 〇 〇 | 33% | | Corporate Governance Experience with corporate governance issues faced by multi-national public companies as a governance committee member, securities regulator or as a senior executive responsible for the governance function. | ● ● ● ● ● ● ● ● 〇 | 89% | | Executive Leadership Experience in a significant leadership position, such as a CEO, CFO or other senior leadership position. | ● ● ● ● ● ● ● ● ● | 100% | | Financial Literacy Experience in positions requiring financial knowledge and analysis, including in accounting, corporate finance, treasury functions and risk management from a financial perspective. | ● ● ● ● ● ● 〇 〇 〇 | 67% | | Global Experience Leadership position in an organization that operates internationally, especially on a broad basis and/or in the geographic regions in which the company operates. | ● ● ● ● ● ● ● ● ● | 100% | | Human Capital Management Experience attracting, motivating and retaining top candidates for positions at the Company, evaluating performance and compensation of senior management, and overseeing strategic human capital planning. | ● ● ● ● ● ● ● 〇 〇 | 78% | | Industry & Operations Experience in the healthcare and pharmaceutical industries. | ● ● ● ● ● ● ● ● ● | 100% | | Mergers & Acquisition Experience in M&A and implementation as an executive or director. | ● ● ● ● ● ● ● 〇 〇 | 78% | | Public Company Board Experience Past or present Director on other public company board(s). | ● ● ● ● ● ● 〇 〇 〇 | 67% | | Regulatory Compliance and Public Policy Experience in regulatory compliance and policy from the background in law, working in a government position or leading a regulatory affairs function. | ● ● ● ● ● ● ● 〇 〇 | 78% | | Sustainability/ESG Experience as a senior executive with responsibility for ESG, or membership of a board committee with ESG oversight. | ● ● ● ● ● 〇 〇 〇 〇 | 56% | | Technology Management & Cybersecurity Experience in technology, innovation or cybersecurity, particularly as a senior executive. | ● ● ● ● ● ● ● ● 〇 | 89% |

  12. Director Nominee Skills Matrix

    | Proxy Summary: Governance Highlights |

  13. Nominees for Election as Directors

    Nominees for Election as Directors Biographical and other background information concerning each nominee for Director is set forth below. This information includes each nominee’s principal occupation as well as a discussion of the specific experience, qualifications, attributes, and skills of each nominee that led to the Board’s conclusion that such nominee should serve as a Director. Ages and other biographical information provided for all Directors are as of the Record Date. In addition, set forth below is the period during which each nominee has served as a Director of STERIS, if applicable. For those persons who served as Directors or executives of Old STERIS immediately prior to the Redomiciliation and STERIS Corporation immediately prior to the Combination, the specified period includes their periods of service as Directors or executives of Old STERIS or STERIS Corporation, as the case may be, as STERIS’s predecessors. The information presented below has been confirmed by each nominee for purposes of its inclusion in this Proxy Statement.

  14. Nominees for Election as Directors

    | | Dr. Esther M. Alegria Dr. Alegria has served as an Executive Consultant and Advisor with The LaSalle Group, an executive consulting firm, since May 2025. Dr. Alegria has over 25 years of experience in successful advancements of vaccines and therapeutic drugs from R&D through commercialization. Previously, she was the Founder of APIE Therapeutics, a preclinical stage pharmaceutical company, where she served as the Chief Executive Officer from 2020 to 2023 and Chief Innovation Officer from 2023 to 2025. Dr. Alegria founded Catalyst Excel & Advance, an advisory firm providing operational guidance to senior executives working to launch new pharmaceutical and biopharmaceutical companies, which she operated from 2016 to 2020. From 2005 to 2015, Dr. Alegria held positions of increasing responsibility at Biogen, Inc., most recently as Senior Vice President, Global Manufacturing, where she was responsible for the company’s successful manufacturing operations in Denmark, Massachusetts and North Carolina. Prior to 2005, Dr. Alegria held positions of increasing responsibilities at Banner Pharmacaps, Inc. and Wyeth (R&D Vaccines). Dr. Alegria served as a director of AVID Bioservices, Inc. from 2021 to 2025. She is currently a member of the Board of Trustees for the Puerto Rico Science, Technology and Research Trust, where she focuses on economic and business development in the life science landscape. Qualifications. Dr. Alegria’s extensive operational and leadership experience in the biopharmaceutical industry provides our Board insight regarding the operational and strategic challenges facing STERIS’s Life Sciences and Applied Sterilization Technologies segments. | | Executive Consultant and Advisor at The LaSalle Group Director since: 2023 Age: 67 Committees: Compliance and Technology Committee (Chair) Nominating and Governance Committee | |

  15. Nominees for Election as Directors

    | | Pierre Boulud Mr. Boulud is the Chief Executive Officer of bioMérieux, a biotechnology company focused on in vitro diagnostics, cancer screening and consumer safety, having served in that role since June 2023. Mr. Boulud joined bioMérieux in 2016 as Corporate Vice President, Head of Asia Pacific Region, and was promoted to Chief Operating Officer in 2020. Previously, he worked at Ipsen, a pharmaceutical company, from 2002 until 2016, serving in various roles of increasing responsibility and ultimately as the Executive Vice President of Specialty Care Commercial Operations. Mr. Boulud began his career as a strategic consultant, working at Bossard Consultants from 1995 to 1997 and at the Boston Consulting Group from 1997 to 2002. Qualifications. Mr. Boulud’s role as a Chief Executive Officer of a European-based biotechnology company and many years of industry experience. He brings extensive leadership experience, global perspective, and operational expertise to the Board. | | Chief Executive Officer of bioMérieux Director since: 2026 Age: 54 Committees: None | |

  16. Nominees for Election as Directors

    | | Daniel A. Carestio Mr. Carestio has served as President and CEO of the Company since July 2021. He served as Senior Vice President and Chief Operating Officer from August 2018 to July 2021. He served as Senior Vice President, Sterilization and Disinfection from February 2018 to August 2018 and as Senior Vice President, STERIS Applied Sterilization Technologies and Life Sciences from August 2015 to February 2018. Mr. Carestio joined STERIS in September 1997. Qualifications. Mr. Carestio’s many years of experience in all operating aspects of STERIS’s business and familiarity with healthcare and related industries and the Company’s Customers. Mr. Carestio leads the management team, assists the Board in its oversight of the Company, and provides unique perspectives into healthcare and related industries and our operations, direction and strategies. | | President and Chief Executive Officer of STERIS plc Director since: 2021 Age: 53 Committees: Compliance and Technology Committee | |

  17. Nominees for Election as Directors

    | | Cynthia L. Feldmann Ms. Feldmann is a retired certified public accountant with 27 years of experience in two large global accounting firms. From 2005 to 2011, Ms. Feldmann served as the Founder and President of Jetty Lane Associates, a consulting firm. From 2003 to 2005, Ms. Feldmann served as the Life Sciences Business Development Officer for the Boston law firm Palmer & Dodge, LLP. From 1994 to 2002, Ms. Feldmann was a partner with KPMG LLP, primarily serving as Partner-in-Charge of its National Medical Technologies Practice. From 1975 to 1994, Ms. Feldmann was employed by Coopers & Lybrand (now PricewaterhouseCoopers LLP), and during that time was named Partner-in-Charge of its Life Sciences practice. Ms. Feldmann served as a director of Hanger, Inc. from 2003 until 2018, as a director of Frequency Therapeutics, Inc. from 2020 until 2023 and as a director of Alexandria Real Estate Equities, Inc. from 2022 until 2025. Ms. Feldmann has served as a director of UFP Technologies, Inc. (NASDAQ: UFPT) since 2017. Qualifications. Ms. Feldmann’s experience as Partner-in-Charge of a national medical technologies practice and Life Sciences practice for leading public accounting firms and director of publicly traded companies. Ms. Feldmann’s overall experience and financial expertise supports the Board’s oversight of critical financial policy, reporting, and risk matters encountered by public companies. | | Retired, Former President & Founder Jetty Lane Associates Director since: 2005 Age: 73 Committees: Audit Committee Nominating and Governance Committee (Chair) | |

  18. Nominees for Election as Directors

    | | Christopher S. Holland Mr. Holland is the former Senior Vice President and Chief Financial Officer of C.R. Bard, a developer, manufacturer, and marketer of medical technologies, from May 2012 until its December 2017 acquisition by Becton, Dickinson and Company. From 2015 through 2017, Mr. Holland’s responsibilities also included business development, corporate marketing, reimbursement, healthcare economics and strategy. From 2013 through 2015, he also had operating responsibility for Bard Medical Division. Earlier, Mr. Holland was Senior VP, Finance, and Treasurer of Aramark Corporation, a global provider of food, facilities and uniform services, from 2006 through 2012, and Vice President and Treasurer from 2003 to 2006. Prior to joining Aramark, he served as Vice President and medical device sector head at J.P. Morgan and Company, Inc. from 1999 to 2003. Prior to that, Mr. Holland held various positions of increasing responsibility at J.P. Morgan. He has served as a director of Jabil Inc. (NYSE: JBL) since January 2018. Qualifications. Mr. Holland’s over thirty years of combined professional experience as a finance executive and investment banker, including experience as the CFO of a publicly traded medical technologies company. Mr. Holland’s extensive financial experience and experience relating to the healthcare industry, medical devices and technology, provide our Board with invaluable experience and expertise relative to those matters. | | Retired, Former Senior Vice President and Chief Financial Officer of C.R. Bard Director since: 2020 Age: 59 Committees: Audit Committee Compensation and Organization Development Committee (Chair) | |

  19. Nominees for Election as Directors

    | | Paul E. Martin Mr. Martin is the former Senior Vice President & Chief Information Officer of Baxter International, a multinational healthcare company, from January 2011 to October 2020. Mr. Martin has served as a director of Unisys Corporation (NYSE: UIS) since 2017 and Owens Corning (NYSE: OC) since 2021. From January 2021 to October 2022, Mr. Martin served as a member of the board of directors of Ping Identity Holding Corp. Qualifications. Mr. Martin’s extensive professional management experience as an information technology executive, his technology and security risk experience and his financial experience. Mr. Martin’s IT experience as well as international experience and life sciences and healthcare experience provide the Company with invaluable resources and strengthen our Board’s oversight of information security and healthcare matters. | | Retired, Former Senior Vice President & Chief Information Officer of Baxter International Director since: 2021 Age: 68 Committees: Audit Committee Compensation and Organization Development Committee | |

  20. Nominees for Election as Directors

    | | Dr. Nirav R. Shah Dr. Shah has served on the faculty of Stanford University since August 2018. From March 2022 to March 2025, Dr. Shah served as the Chief Medical Officer of American Health Associates. Dr. Shah is also co-founder of Qualified Health PBC, which was founded in 2024. Previously, Dr. Shah served from July 2020 through March 2022 as Chief Medical Officer of doc.ai, inc., and its successor, Sharecare Inc., a digital healthcare platform company. Dr. Shah also served as Commissioner of Health of the State of New York from January 2011 to May 2014 and as Senior Vice President and Chief Operating Officer for Clinical Operations for Kaiser Permanente Southern California from May 2014 to October 2017. Qualifications. Dr. Shah’s experience at one of the nation’s leading public health agencies and service as COO for Clinical Operations of one of America’s leading healthcare providers and not-for-profit health plans. Dr. Shah provides the Board with years of policy and regulatory experience, management experience in our industry and experience as a practicing physician, as well as a new area of focus in innovative models in healthcare. | | Senior Scholar, Stanford University Director since: 2018 Age: 54 Committees: Compensation and Organization Development Committee Compliance and Technology Committee | |

  21. Nominees for Election as Directors

    | | Louis A. Shapiro Mr. Shapiro served as President and Chief Executive Officer of the Hospital for Special Surgery (“HSS”), a leading academic medical center focused on musculoskeletal health, from 2006 until his retirement in 2023. Prior to joining HSS, Mr. Shapiro worked at Geisinger Health System from 2002 to 2006, serving in roles with increasing leadership scope and ultimately advancing to Executive Vice President and Chief Operating Officer of the Clinical Enterprise. From 1999 to 2002, he served as a senior healthcare expert and consultant at McKinsey & Co. Prior to McKinsey, he held positions in other hospitals and health systems from 1983 through 1999. Since October 2023, Mr. Shapiro has served as a Senior Advisor to General Atlantic, a private equity firm, and on the board of certain of their healthcare focused portfolio companies. Additionally, Mr. Shapiro serves in numerous advisory capacities and board positions at other privately held organizations. He is currently a director of Zimmer Biomet Holdings, Inc. (NYSE and SIX: ZBH). Qualifications. Mr. Shapiro’s healthcare industry experience as a CEO of one of the nation’s leading hospitals and as a board member and advisor to several healthcare companies. Mr. Shapiro’s years of operational, industry and financial expertise will provide the Board a unique perspective regarding the operational and strategic challenges facing the Company. | | Retired, Former President and CEO of Hospital for Special Surgery Director since: 2025 Age: 66 Committees: Audit Committee Compliance and Technology Committee | |

  22. Nominees for Election as Directors

    | | Dr. Mohsen M. Sohi Mohsen M. Sohi is the former CEO of Freudenberg SE., a general multi-industry company serving industries that include automotive, medical, aerospace, oil and gas and power generation and transmission. He served as the CEO of Freudenberg from 2012 until his retirement in 2025. From July 2010 to June 2012, Dr. Sohi served as Managing Partner of Freudenberg and Co. From March 2003 through June 2010, Dr. Sohi served as President and Chief Executive Officer of Freudenberg-NOK, a privately-held joint venture partnership between Freudenberg and NOK Corp. of Japan, the world’s largest producer of elastomeric seals and custom molded products for automotive and other applications. From January 2001 to March 2003, Dr. Sohi was with NCR Corporation, a leading global technology company, most recently as the Senior Vice President, Retail Solutions Division. Prior to NCR, Dr. Sohi was with Honeywell International Inc. and its pre-merger constituent, Allied Signal, Inc., providers of aerospace, automation & control solutions, specialty materials and transportation systems, for 14 years, serving from July 2000 to January 2001 as President, Honeywell Electronic Materials. Dr. Sohi has served on the board of Baker Hughes (NASDAQ: BKR) since January 2023, and on the board of KION Group AG (FWB: KGX), a German public company that manufactures materials handling equipment, since May 2025. Additionally, Dr. Sohi has served in numerous advisory capacities and board positions at privately held organizations. Qualifications. Dr. Sohi’s experience as President and Chief Executive Officer of international industrial companies and international operating experience. Dr. Sohi provides our Board with substantial strategic planning, manufacturing, operational excellence, executive development, succession planning, and international experience, which are important factors for the Board’s oversight and the Company’s strategies. | | Retired, Former Chief Executive Officer at Freudenberg SE Director since: 2005 (Chairman of the Board since 2018) Age: 67 Committees: Nominating and Governance Committee | |

  23. Nominees for Election as Directors

    THE MEMBERS OF OUR BOARD OF DIRECTORS UNANIMOUSLY RECOMMEND A VOTE FOR THE ELECTION OF EACH OF DR. ESTHER M. ALEGRIA, PIERRE BOULUD, DANIEL A. CARESTIO, CYNTHIA L. FELDMANN, CHRISTOPHER S. HOLLAND, PAUL E. MARTIN, DR. NIRAV R. SHAH, LOUIS A. SHAPIRO, AND DR. MOHSEN M. SOHI AS DIRECTORS OF THE COMPANY.

  24. Nominees for Election as Directors

    | PROPOSAL 2—RESOLUTION REGARDING RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM |

  25. Nominees for Election as Directors

    The Audit Committee has appointed Ernst & Young LLP as STERIS’s independent registered public accounting firm for the fiscal year ending March 31, 2027. Ernst & Young LLP was first retained in 1989 as the independent registered public accounting firm of STERIS Corporation and has served in that capacity continuously through the Combination and the Redomiciliation. The appointment was based upon the considerations described in the Section “Independent Registered Public Accounting Firm.” Although the ratification of this appointment is not required to be submitted to a vote of the shareholders, the Board and Audit Committee believe it appropriate as a matter of corporate governance policy to request that the shareholders ratify the appointment of the independent registered public accounting firm for the fiscal year ending March 31, 2027. If this proposal does not receive the affirmative vote of the holders of a majority of the shares entitled to vote and present in person or represented by proxy at the Annual Meeting, the Audit Committee will reconsider the appointment. We anticipate that the lead audit partner from Ernst & Young LLP will be present at the Annual Meeting. The lead audit partner (or other attending representative) will be given the opportunity to make a statement if he or she desires to do so, and is expected to be available to respond to any appropriate questions that may be submitted by shareholders at the Annual Meeting. OUR BOARD OF DIRECTORS AND AUDIT COMMITTEE UNANIMOUSLY RECOMMEND THAT YOU VOTE “FOR” THE RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING MARCH 31, 2027.

  26. Nominees for Election as Directors

    | PROPOSAL 3—RESOLUTION APPOINTING ERNST & YOUNG CHARTERED ACCOUNTANTS AS THE COMPANY’S IRISH STATUTORY AUDITOR |

  27. Nominees for Election as Directors

    The Irish Companies Act requires that our statutory auditors be appointed at each annual general meeting of shareholders, to hold office from the conclusion of the annual general meeting until the conclusion of the next annual general meeting. Ernst & Young Chartered Accountants has served as our Irish statutory auditor since the Redomiciliation and is affiliated with Ernst & Young LLP, who served as the U.K. statutory auditor of Old STERIS prior to the Redomiciliation from 2015 to 2019. Our Audit Committee has recommended that Ernst & Young Chartered Accountants be appointed as our Irish statutory auditor. If this resolution does not receive the affirmative vote of the holders of a majority of the shares cast in person or by proxy at the Annual Meeting, the Board may appoint a person or firm to fill the vacancy. OUR BOARD OF DIRECTORS AND AUDIT COMMITTEE UNANIMOUSLY RECOMMEND THAT YOU VOTE “FOR” THE APPOINTMENT OF ERNST & YOUNG CHARTERED ACCOUNTANTS AS OUR IRISH STATUTORY AUDITOR TO HOLD OFFICE FROM THE CONCLUSION OF THE ANNUAL MEETING UNTIL THE CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY.

  28. Nominees for Election as Directors

    | PROPOSAL 4—RESOLUTION TO AUTHORIZE THE BOARD OF DIRECTORS OR THE AUDIT COMMITTEE OF THE BOARD TO DETERMINE THE REMUNERATION OF ERNST & YOUNG CHARTERED ACCOUNTANTS AS THE COMPANY’S IRISH STATUTORY AUDITOR |

  29. Nominees for Election as Directors

    Under the Irish Companies Act, the remuneration of our Irish statutory auditor must be fixed by the shareholders in a general meeting or in such other manner as the shareholders may determine. We are asking our shareholders to authorize our Board or the Audit Committee to determine Ernst & Young Chartered Accountant’s remuneration as our Irish statutory auditor. It is expected that the Board would delegate the authority to determine the remuneration of the Irish statutory auditor for the Company’s fiscal year ending March 31, 2027 to the Audit Committee in accordance with the Board’s procedures and applicable law. OUR BOARD OF DIRECTORS AND AUDIT COMMITTEE UNANIMOUSLY RECOMMEND THAT YOU VOTE “FOR” THE AUTHORIZATION OF THE BOARD OF DIRECTORS OR AUDIT COMMITTEE TO DETERMINE OUR IRISH STATUTORY AUDITOR’S REMUNERATION.

  30. Nominees for Election as Directors

    | PROPOSAL 5—ADVISORY RESOLUTION ON NAMED EXECUTIVE OFFICER COMPENSATION |

  31. Nominees for Election as Directors

    We believe that our compensation policies and procedures are based on a pay-for-performance philosophy and are aligned with the long-term interests of our shareholders. However, to obtain the specific input of shareholders with respect to these policies and procedures in accordance with the provisions of the United States Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”) and Section 14A of the United States Securities Exchange Act of 1934 (“Exchange Act”), the proposal described below provides shareholders with the opportunity to approve, on a non-binding advisory basis, the compensation of our named executive officers. This proposal, commonly known as a “Say on Pay” proposal, gives shareholders the opportunity to provide input to endorse or not endorse the compensation of the Company’s named executive officers. The Company’s predecessors, STERIS Corporation and Old STERIS, conducted Say on Pay votes every year beginning in 2010 and continuing through 2018. We have held annual Say on Pay votes since 2019 and expect to continue to hold our Say on Pay votes on an annual basis. We expect to hold our next Say on Pay vote at our 2027 annual general meeting of shareholders. We encourage you to carefully review the Compensation Discussion and Analysis and compensation tables and narrative discussions and related material contained in this Proxy Statement. Thereafter, we request your input on the compensation of the Company’s named executive officers through your vote on the following resolution: “Resolved, that the shareholders approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers, as disclosed pursuant to the disclosure rules of the Securities and Exchange Commission, including the Compensation Discussion and Analysis and the tabular and narrative disclosures contained in the Company’s Proxy Statement dated June 11, 2026.” The non-binding resolution to approve the compensation of our named executive officers will be considered adopted if approved by the affirmative vote of the holders of a majority of the votes cast by shareholders represented in person or by proxy and entitled to vote thereon. Because your vote is advisory, it will not be binding upon the Board or the Compensation and Organization Development Committee. However, the Compensation and Organization Development Committee will take into account the outcome of the vote when considering future executive compensation decisions. OUR BOARD OF DIRECTORS AND COMPENSATION AND ORGANIZATION DEVELOPMENT COMMITTEE UNANIMOUSLY RECOMMEND THAT YOU VOTE “FOR” THE APPROVAL, ON A NON-BINDING ADVISORY BASIS, OF THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS.

  32. Nominees for Election as Directors

    | PROPOSAL 6—RENEWAL OF THE BOARD’S AUTHORITY TO ISSUE SHARES UNDER IRISH LAW |

  33. Nominees for Election as Directors

    Under Irish law, the directors of an Irish public limited company must have authority from the company’s shareholders to issue shares and to grant rights to acquire shares (e.g., pursuant to options, warrants and other convertible securities), including shares that are part of the company’s authorized but unissued share capital. This requirement does not apply to the issue of shares and the grant of rights to acquire shares to employees or former employees under an employees’ share scheme. We are presenting this proposal to renew the Board’s authority to issue authorized but unissued shares and to grant rights to acquire such shares on the terms set forth below. This proposal is in line with customary practice and governance standards applicable to public companies incorporated in Ireland and listed on U.S. markets. Shareholders supported a similar renewal of authority at the annual meeting last year with over 98% of votes cast in favor of the proposal. This authority will expire on the date of the Annual Meeting In line with customary practice and applicable governance standards, we are seeking authority from our shareholders at the Annual Meeting for the Board to issue, and/or grant rights to acquire, shares up to a maximum number which is equal to approximately 20% of our issued ordinary share capital as of the Record Date. The proposed authority is for a period expiring on the earlier of (i) the date of our next annual general meeting and (ii) the date which is 15 months from the date of our Annual Meeting, unless otherwise varied, revoked or renewed. The Board expects to propose renewals of this authority on a regular basis at our annual general meetings in subsequent years. Granting the Board authority to issue shares is a routine matter for public companies incorporated in Ireland and is consistent with Irish market practice. This renewal of authority is fundamental to our business and enables us to issue shares (and/or rights to acquire shares), including, if applicable, in connection with funding acquisitions and raising capital. We are not asking you to approve an increase in our authorized share capital or to approve a specific issue of shares. Instead, approval of this proposal will only grant the Board the authority to issue, and grant rights to acquire, shares that are already included in our authorized share capital under our articles of association. In addition, because we are a NYSE-listed company, our shareholders continue to benefit from the protections afforded to them under the rules and regulations of the NYSE and the SEC, including those rules that limit our ability to issue shares in specified circumstances without obtaining shareholder approval. This authority is required as a matter of Irish law and is not otherwise required for other companies listed on the NYSE. Accordingly, approval of this resolution would place us on equal footing with other NYSE-listed companies.

  34. Nominees for Election as Directors

    | Proposal 6: Renewal of the Board’s Authority to Issue Shares Under Irish Law |

  35. Nominees for Election as Directors

    Accordingly, the following resolution will be submitted to our shareholders for approval, as an ordinary resolution, at the Annual Meeting: “Resolved, that the directors be and they are, with effect from the passing of this resolution, hereby generally and unconditionally authorized to exercise all powers of the Company to allot and issue relevant securities (within the meaning of section 1021 of the Companies Act 2014, as amended) up to an aggregate nominal value of $19,492 (which represents 19,491,536 shares) (being equivalent to approximately 20% of the aggregate nominal value and number of the issued ordinary shares in the capital of the Company as of the Record Date and the authority conferred by this resolution shall expire on the earlier of (i) the date of the Company’s next annual general meeting and (ii) the date that is 15 months from the passing of this resolution, unless previously renewed, varied or revoked by the Company, provided that the Company may, before such expiry, make an offer or agreement which would, or might, require relevant securities to be allotted and issued after such expiry and, in that case, the directors may allot and issue relevant securities in pursuance of any such offer or agreement as if the authority conferred by this resolution had not expired.” This resolution to authorize the Board to issue shares under Irish law will be considered adopted as an ordinary resolution if approved by the affirmative vote of the holders of a majority of the votes cast by shareholders represented in person or by proxy at the Annual Meeting and entitled to vote thereon. OUR BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT YOU VOTE “FOR” THE RENEWAL OF THE BOARD’S AUTHORITY TO ISSUE SHARES UNDER IRISH LAW.

  36. Nominees for Election as Directors

    | PROPOSAL 7—RENEWAL OF THE BOARD’S AUTHORITY TO OPT-OUT OF STATUTORY PRE-EMPTION RIGHTS UNDER IRISH LAW |

  37. Nominees for Election as Directors

    Under Irish law, unless its directors are otherwise authorized and empowered to opt-out, when an Irish public limited company proposes to issue, or grant rights to acquire, shares for cash, the company is required to first offer those shares or rights on the same or more favorable terms to existing shareholders of the company on a pro rata basis (commonly referred to as statutory pre-emption rights). Statutory pre-emption rights do not apply to the issue of shares or the grant of rights to acquire shares (i) for cash to employees or former employees under an employees’ share scheme, or (ii) for non-cash consideration, such as on a share-for-share transaction. This proposal is in line with customary practice and governance standards applicable to public companies incorporated in Ireland and listed on U.S. markets. Shareholders supported a similar renewal of authority at the annual meeting last year with approximately 94% of votes cast in favor of the proposal. This authority will expire on the date of the Annual Meeting. If this proposal is not passed, STERIS will have a limited ability to issue new Ordinary Shares after this date. In line with customary practice and applicable governance standards, we are seeking authority from our shareholders at the Annual Meeting to empower the Board to opt-out of statutory pre-emption rights in respect of (i) the issue of shares for cash in connection with any rights’ issue and (ii) the issue, and/or grant of rights to acquire, shares for cash without regard to statutory pre-emption rights, up to a maximum number which is equal to approximately 20% of our issued ordinary share capital as of the Record Date, provided that, insofar as it relates to shares which represent greater than 10% in number of our issued ordinary share capital as of the Record Date, such authority is to be used only for the purposes of an acquisition or a specified capital investment which is announced contemporaneously with the issue, or which has taken place in the preceding six month period and is disclosed in the announcement of the issue. The proposed authority is for a period expiring on the earlier of (i) the date of our next annual general meeting and (ii) the date which is 15 months from the date of our Annual Meeting, unless otherwise varied, renewed or revoked. The Board expects to propose renewals of this authority on a regular basis at our annual general meetings in subsequent years. Granting the Board this authority is a routine matter for public companies incorporated in Ireland and is consistent with Irish market practice. Similar to the authorization sought under Proposal 6 in this Proxy Statement, this renewal of authority is fundamental to our business and enables us to issue shares and rights to acquire shares on a non-pre-emptive basis, including, if applicable, in connection with funding acquisitions and raising capital. We are not asking you to approve an increase in our authorized share capital or to approve a specific issue of shares. Instead, approval of this proposal will only grant the Board the authority to issue, and grant rights to acquire, shares that are already included in our authorized share capital under our articles of association. This authorization is required as a matter of Irish law and is not otherwise required for other companies listed on the NYSE. Accordingly, approval of this resolution will place us on equal footing with other NYSE-listed companies.

  38. Nominees for Election as Directors

    | Proposal 7: Renewal of the Board’s Authority to Opt-out of Statutory Pre-emption Rights Under Irish Law |

  39. Nominees for Election as Directors

    Accordingly, the following resolution will be submitted to our shareholders for approval, as a special resolution, at the Annual Meeting: “Resolved, that, subject to and conditional on the passing of the resolution in respect of Proposal 6, as set out above, and with effect from the passing of this resolution, the directors be and are hereby empowered pursuant to section 1023 of the Companies Act 2014, as amended (the “Act”), to allot and issue equity securities (within the meaning of section 1023 of the Act) for cash pursuant to the authority conferred by the said Proposal 6 as if section 1022(1) of the Act did not apply to any such allotment, provided that this power shall be limited to:

  40. Nominees for Election as Directors

    | (a) the allotment and issue of equity securities in connection with a rights’ issue in favor of the holders of ordinary shares (including rights to subscribe for, or convert other securities into, ordinary shares) where the equity securities respectively attributable to the interests of such holders are proportional (as nearly as may be practicable) to the respective numbers of ordinary shares held by them (but subject to such exclusions or other arrangements as the directors may deem necessary or expedient to deal with any treasury shares, fractional entitlements that would otherwise arise, record dates or with legal or practical problems under the laws of, or the requirements of any recognized regulatory body or any stock exchange in, any territory, or otherwise); and |

  41. Nominees for Election as Directors

    | (b) the allotment and issue (otherwise than pursuant to sub-paragraph (a) above) of equity securities up to an aggregate nominal value of $19,492 (which represents 19,491,536 shares) (being equivalent to approximately 20% of the aggregate nominal value and number of the issued ordinary shares in the capital of the Company as of the Record Date), provided that any amount of equity securities above an aggregate nominal value of $9,746 (which represents 9,745,768 shares) (being equivalent to approximately 10% of the aggregate nominal value and number of the issued ordinary shares in the capital of the Company as of the Record Date), is to be used only for the purpose of an acquisition or a specified capital investment which is announced contemporaneously with the issue, or which has taken place in the preceding six month period and is disclosed in the announcement of the issue, |

  42. Nominees for Election as Directors

    and, in each case, the authority conferred by this resolution shall expire on the earlier of (i) the date of the Company’s next annual general meeting and (ii) the date that is 15 months from the passing of this resolution, unless previously renewed, varied or revoked, provided that the Company may, before such expiry, make an offer or agreement, which would, or might, require any such securities to be allotted and issued after such expiry, and in that case, the directors may allot and issue equity securities in pursuance of any such offer or agreement as if the authority conferred by this resolution had not expired.” This resolution to authorize and empower the Board to opt out of statutory pre-emption rights under Irish law will be considered adopted if approved by the affirmative vote of the holders of at least seventy-five percent of the votes cast by shareholders represented in person or by proxy at the Annual Meeting and entitled to vote thereon. In addition, this proposal is conditional upon the approval of Proposal 6, as required by Irish law. OUR BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS THAT YOU VOTE “FOR” THE RENEWAL OF THE BOARD’S AUTHORITY TO OPT-OUT OF STATUTORY PRE-EMPTION RIGHTS UNDER IRISH LAW.

  43. Nominees for Election as Directors

    | PROPOSAL 8—RESOLUTION TO TRANSACT SUCH OTHER BUSINESS AS MAY COME BEFORE THE MEETING |

  44. Nominees for Election as Directors

    The Board is not aware of any business to be acted upon at the Annual Meeting other than that described in this Proxy Statement. If any other business properly comes before the Annual Meeting or any adjournment thereof, the proxy holders (as indicated on the accompanying proxy card or cards) will vote the proxies according to their best judgment and to the extent permitted by applicable law with respect to such matters in their discretion. ***********************************************************************************************************

  45. Compensation Governance Practices

    | What the Company Does | What the Company Does Not Do | | • Hold an annual Say on Pay advisory vote for shareholders. • Engage independent outside compensation consultants and utilize market and industry data to help ensure we compensate fairly and competitively, but not excessively. • Mitigate undue risk-taking by using multiple performance metrics, imposing caps on payouts, employing clawback policies for annual incentive and equity awards, making annual incentive awards subject to complete Committee discretion, and performing annual compensation risk assessments. • Utilize only “double trigger” vesting of equity awards for change in control situations. • Provide multiyear vesting for equity awards to promote long-term shareholder value creation and employee retention. • Regularly review compensation, especially incentive design, to help ensure continued alignment with Company strategy and shareholder interests. • Set meaningful stock ownership guidelines for the CEO (6 times base salary) and other executives: 4 times base salary for CFO, 3 times base salary for other Senior Vice Presidents, 2 times base salary for other corporate Vice Presidents and certain other employees at or above specified grade levels, and 1 times base salary for certain other employees (see “Compensation Governance - Officer Stock Ownership Policy” later in this Compensation Discussion and Analysis). • Use an appropriate mix of cash and non-cash compensation, with an emphasis on variable (at risk) compensation. • Use premium-priced stock options as part of the non-cash variable long-term incentive compensation program. | • Provide employment agreements to U.S. executives. • Permit hedging or pledging or short sales of Company shares. • Reprice underwater stock options without shareholder approval. • Provide discretionary accelerated vesting of equity awards of executives. • Provide excessive benefits or perquisites to executives. • Provide gross-ups for Internal Revenue Code Section 280G excise taxes that may be imposed on severance or similar payments made in connection with a change in control. |

  46. Consideration of 2025 Say on Pay Vote Results

    Consideration of 2025 Say on Pay Vote Results The Committee reviewed the results of our 2025 “Say on Pay” vote, in which our named executive officer compensation was supported by more than 90% of the votes cast on the matter. After taking into consideration the strong support for our executive compensation program reflected in our annual Say on Pay vote results, the Committee decided to continue to apply the same philosophy, compensation objectives, and governing principles as it has used in recent years when making subsequent decisions or adopting subsequent policies regarding named executive officer compensation. Also, after taking into consideration this strong support, the Committee decided to continue using the same executive pay structure of base salary, cash bonus and a mix of restricted stock and stock options. The Committee has solicited the input of our shareholders regarding our executive compensation program at every Annual Meeting since the 2010 Annual Meeting of Shareholders through a non-binding advisory “Say on Pay” proposal and will continue to seek shareholder input on our executive compensation, in accordance with the provisions of the Dodd-Frank Act, at the Annual Meeting. The following table shows the results of the “Say on Pay” vote by the Company’s shareholders for fiscal 2021 through 2025.

  47. Recent Activity

    | • | Providing continued vesting after “retirement” for equity awards made after May 30, 2023 to employees residing in the U.S. and a limited number of other countries who meet certain eligibility requirements based on age and length of service with the Company; |

  48. Recent Activity

    | • | Expanding the “clawback” policies applicable to the Company’s annual incentive compensation plan to reflect SEC/NYSE mandates; |

  49. Roles and Responsibilities

    | Responsible Party | Primary Role and Responsibilities Relating to Compensation Decisions | | Compensation Committee (composed solely of independent, non-employee Directors and reports to the Board) | • Oversees our executive compensation program, policies and practices, taking into account business goals and strategies, legal and regulatory developments and evolving best practices; • Approves performance goals for purposes of compensation decisions for our named executive officers; • Conducts an annual evaluation of the CEO’s performance in consultation with the full Board and determines his compensation; • Reviews and approves the CEO’s recommendations for compensation for the other named executive officers and senior executives, making changes when deemed appropriate; and • Approves all changes to the composition of the peer group used for compensation comparison purposes. | | Independent Consultant to the Compensation Committee (FW Cook) | • Provides the Compensation Committee with analysis and advice pertaining to CEO and other executive compensation program design, including industry survey analysis, explanation of current and developing best practices and regulatory changes; • Recommends a relevant group of peer companies against which the competitiveness and appropriateness of our CEO, executive and Director compensation is compared; • Analyzes peer companies’ annual CEO and other executive compensation to assist the Compensation Committee in determining the appropriateness and competitiveness of our CEO and other executive compensation; • Reviews compensation disclosure materials; • Analyzes our compensation practices to assist the Compensation Committee in determining whether risks arising from such practices are reasonably likely to have a material adverse effect on the Company; and • Provides specific analysis and advice periodically as requested by the Compensation Committee. |

  50. Compensation Consultant

    Compensation Consultant Frederic W. Cook & Co., Inc. (“FW Cook”) serves as the Compensation Committee’s compensation consultant. For fiscal year 2026, as required by the NYSE listing standards, the Compensation Committee considered various independence factors and potential conflicts of interest with respect to the compensation consultant and found the compensation consultant to be independent and that no conflicts of interest existed.

  51. Principal Components of Compensation for Named Executive Officers

    | Compensation Component | Description | Objectives | | Base Salary | • Fixed compensation that is reviewed annually and is based on performance, experience, responsibilities, skill set and market value. | • Provide a base level of compensation that corresponds to the job function performed. | | Annual Cash Incentive Compensation | • “At-risk” compensation earned based on performance measured against pre-established annual goals. • Goals are based upon Company-wide financial results and final payout approved by Compensation Committee takes into account individual executive performance. | • Incentivize executives to achieve annual goals that ultimately contribute to long-term Company growth and shareholder return. | | Equity Compensation | • “At-risk” compensation in the form of restricted stock awards whose value fluctuates according to shareholder value and stock options with premium exercise prices whose value is solely dependent upon increases in share price. • Award vesting based primarily on continued service and/or, in some cases, age. • Service requirements generally equal or exceed peers and market. | • Align executive interests with those of shareholders. • Reward continuous service with the Company. • Incentivize executives to achieve goals that drive Company performance over the long-term. | | Other Benefits and Perquisites | • Broad-based benefits provided to Company employees (e.g., health and group insurance), a defined contribution plan and other limited personal benefits where appropriate. | • Provide a total compensation package that is competitive with the marketplace and addresses unique needs and special situations. |

  52. Principal Components of Compensation for Named Executive Officers

    The charts below illustrate the relative opportunities between fixed compensation, consisting of base salary, and variable compensation, consisting of bonus, stock options and restricted stock for fiscal 2026. The first chart shows the opportunity for the CEO and the second shows the average opportunities for the other named executive officers (excluding Mr. Tokich). Base salaries are those shown in the Fiscal 2026 Summary Compensation Table. Bonus amounts shown are actual bonuses paid for fiscal 2026. Values shown in the charts for restricted stock and stock option awards reflect the fair market value under Financial Accounting Standards Board Accounting Standards, Codification (“FASB ASC”) Topic 718 as of the effective dates of grant. Differences in pay mix between the named executive officers are driven by market median pay levels that are used to determine named executive officer target pay opportunities, consistent with the Company’s pay philosophy and objectives, as well as other factors such as performance, experience and the complexity and responsibilities of the position.

  53. Process for Determining Senior Management Compensation

    Process for Determining Senior Management Compensation In General Senior management compensation is generally reviewed and established on an annual basis by the Committee. Our fiscal year ends on March 31. Therefore, Committee members typically begin the assessment of compensation for senior management for the new fiscal year during the second half of the then-current fiscal year. The Committee typically meets again early in the new fiscal year to evaluate the performance of the Company and our named executive officers, and based on that evaluation of Company performance and individual evaluations, to determine bonus amounts, if any, for the recently completed fiscal year, and finalize base salaries, set bonus criteria, and approve equity awards for senior management for the new fiscal year. For fiscal year 2026, the Company’s compensation consultant assisted with the annual compensation reviews for all named executive officers, providing historical and prospective views regarding total compensation for our executive officers. The consultant reports to the Committee for senior management compensation matters and is charged with providing the Committee with competitive pay data and compensation trends, analysis and recommendations. Base salaries, cash bonus levels, equity compensation, and total compensation of senior management are examined against data from multiple sources and surveys developed and provided by the consultant, as described below. The Committee generally targets the payment of base salaries, cash bonuses and equity compensation and total direct compensation within a general range of 15% above or below the market median of those components. Actual bonus payments and realized equity values will vary based upon Company performance and the value of Company stock. Factors used in the process of assessing and determining senior management compensation include individual and team performance, scope of responsibilities and accountability, peer and other industry compensation survey data, special circumstances and expertise, business performance, and comparison with compensation of our other senior managers. The CEO also provides recommendations to the Committee for compensation adjustments for the other senior managers. Peer Group and Survey Data The Committee and the Committee’s compensation consultant review market data relating to compensation to help assess the compensation of our senior executives, including each of the named executive officers. This review includes the consultant’s analysis of proxy data from certain healthcare equipment and healthcare supply companies and other companies in similar businesses to those of the Company in a size range of roughly one-third to three times that of the Company (see peer listing below), information derived from compensation surveys, including companies from healthcare and technology industries, and other executive compensation data obtained by the consultant. This data is adjusted by the consultant to reflect the Company’s relative size. Peer group data is used for executive pay comparison purposes for the Company’s CEO and CFO. The survey data also is utilized for executive pay comparison purposes for all of the named executive officers. We did not select the constituent companies included in the survey data, and the component companies’ identities were not a material factor in the applicable compensation analysis. The Committee evaluates this data with the assistance of its compensation consultant to develop for each executive position target ranges for base salary, incentive compensation (cash bonus), and long-term equity compensation, as well as total direct compensation. These target ranges reflect market median pay consistent with the Company’s pay philosophy. In the third quarter of fiscal year 2025, FW Cook reviewed with the Committee the peer group proposed to be used for executive pay comparison purposes for the Company’s CEO and CFO for fiscal year 2026. The compensation consultant regularly reviews the group with the Committee to help ensure that the companies comprising the peer group continue to be appropriate. In selecting recommended peers, the compensation consultant focused on companies that are in the healthcare equipment and healthcare supplies industries and to a lesser extent, life sciences tools and services, markets reflective of the Company’s primary business and where we often compete for senior executive talent. Also, size measures considered to construct the peer group for fiscal year 2026 included:

  54. Process for Determining Senior Management Compensation

    No specific relative weighting was given to any one of these factors in determining peers, although revenue and secondly market capitalization are considered the most important. As a result of this analysis, the consultant recommended that the peer group for fiscal 2026 be expanded to include GE Healthcare Technologies. This recommendation was considered and approved by the Committee. As a consequence, the Company’s peer group for fiscal 2026 was comprised of the following:

  55. Process for Determining Senior Management Compensation

    All of the peer group companies operate businesses generally similar to STERIS and to varying degrees met the Company’s peer group size criteria. STERIS generally fell within a reasonable range around the peer group’s medians in terms of annual revenue, market cap and employees. The following table, which is based upon information provided by FW Cook, shows the metrics and the rankings of the Company relative to the fiscal 2026 peer group that were utilized for the selection of the fiscal 2026 peer group at the time of measurement in the third quarter of fiscal year 2025:

  56. 2026 Compensation Decisions

    As CEO, Mr. Carestio has the broadest complexity and scope of responsibilities, as he has oversight for all aspects of our operations. Our other named executive officers, as well as certain other senior managers, report directly to Mr. Carestio. As a result of these various factors, individual performance against these factors, the individual’s roles and scope of responsibilities, and the Company’s performance, each element of compensation will necessarily vary between the named executive officers and between other executives. For fiscal 2026, the Committee evaluated the performance of the named executive officers, applying in each case the common criteria and measures and individual goals and objectives described above, as well as the Company’s actual performance against the targeted financial performance for payment of the incentive compensation. As a result, the Committee approved the fiscal 2026 compensation described in the following pages for each of the named executive officers. The Committee believes that our underlying executive compensation program has been appropriate to reflect annual financial performance, as well as rewarding and motivating behaviors that can create long-term shareholder value. Base Salary The payment of base salary is not directly tied to achievement of pre-established financial goals. The Committee considers a number of factors in determining base salary, including previous individual performance, the consultant’s data regarding compensation trends and practices, base salaries paid by other medical device, hospital supply, and other public operating companies, the complexity and responsibility of the executive’s position, and the executive’s overall experience and achievements against objectives, as well as the general and industry market for executive talent. While the market median may serve as a general guideline, other factors such as experience, time in position, complexity of functions, competitive environment, special skills and past performance are also considered. The Committee believes that base salaries for executives with significant experience and strong past performance should generally fall within the range of plus or minus 15% of the market median for similar positions of public operating companies based on peer group and survey data. Based on these considerations and the Company’s fiscal year operating plan (including the Company’s planned merit increase budget), information from the consultant, and recommendations of the CEO with respect to compensation adjustments for the other named executive officers, the Committee determines the appropriate salary level for the named executive officers. Changes in salary levels are generally effective at the end of the first fiscal quarter or beginning of the second fiscal quarter, with some exceptions for situations involving promotional increases. The Board also reviews the compensation actions of the Committee. Mr. Carestio’s earned base salary increased 2.99% for fiscal 2026. His base salary was at the median of peer companies and survey companies. Ms. Burton’s earned base salary increased by 28.97% for fiscal 2026. This increase is reflective of her promotion to Senior Vice President and CFO in August 2025. Relatedly, Mr. Tokich’s base salary decreased 19.27% in connection with his retirement from the Senior Vice President and CFO position and transition into the Senior Financial Advisor role, as further described below. With respect to the other named executive officers, the Committee applied the common criteria and results of individual performance objectives described above under Executive Compensation Overview, including the evaluation and recommendation of the CEO regarding individual performance results, as well as peer and other survey data from the consultant, to assess base salaries for each officer. The following table reflects fiscal 2025 and 2026 base salaries earned by the named executive officers and paid by the Company and the percentage change in base salary earned by each named executive officer for fiscal 2026.

  57. 2026 Compensation Decisions

    STERIS Annual Incentive Compensation (Cash Bonus) The Company’s Management Incentive Compensation Plan (“MICP” or “Plan”) is generally designed to set target bonus opportunities to reflect the market median for comparable positions and to produce median cash bonus compensation if target results are achieved. Bonus opportunities also are structured to be sufficient to produce top quartile cash compensation when maximum goals are achieved. In general, if threshold levels of performance are not exceeded, executives earn no bonus and their resulting compensation levels are in the bottom quartile. The foregoing performance to compensation relationships are all consistent with the Company’s pay-for-performance philosophy. In fiscal 2026, all executive officers of the Company were selected by the Committee for participation in the MICP at or prior to the beginning of the fiscal year. Also, at the beginning of the fiscal year, the Committee approved general metrics for the MICP for fiscal 2026 participants. These metrics are described below and are consistent with measures utilized by the Company in prior years. An individual’s annual incentive compensation target (target bonus level) was expressed as a percentage of base salary. The incentive compensation target bonus level was based upon each participant’s level of responsibility. Target bonus levels as a percentage of base salary for fiscal 2026 were as follows for each named executive officer:

  58. 2026 Compensation Decisions

    The fiscal 2026 bonuses for each named executive officer were based on performance against full fiscal year 2026 financial objectives and could range from 0% to a maximum of 200% of target bonus based on actual performance. Ms. Burton’s bonus percentage is included above at the target for her role as Senior Vice President and CFO. Her bonus payout for fiscal year 2026 was pro-rated to reflect the time in her previous role as Vice President and Chief Accounting Officer until August 18, 2025 and her new role as Senior Vice President and CFO since August 18, 2025. Per the MICP provisions, the Committee also had the ability to modify the bonuses of each named executive officer based upon performance against individual objectives. Financial targets were based on the Company’s operating plan financial metrics for the 2026 fiscal year, as reviewed with the Committee and approved by the Board. The Committee and the Board evaluate the annual operating plan and consider financial metrics important to shareholder value and that support the overall strength and success of the Company’s business. After consideration of the consultant’s compensation data, the recommendation of management, and approval of the Company’s operating plan, the Company financial performance metrics described below were identified and approved by the Committee to establish criteria for calculating bonus compensation targets under the Company’s incentive compensation plans. Consistent with STERIS’s practices for the past several years, for fiscal year 2026 the Committee determined applicable financial metrics and weighting to be:

  59. 2026 Compensation Decisions

    These measures are not calculated in accordance with U.S. generally accepted accounting principles (“GAAP”) and include adjustments for certain items that the Committee considers not representative of ongoing operations. These adjustments incentivize management to make decisions that have positive long-term impacts and to prevent unusual, non-recurring events from having an outsized impact on a specific reporting period. A reconciliation of the Adjusted EBIT and Adjusted FCF used to determine the targets and actual achievement is provided below. We chose the two metrics, Adjusted EBIT and Adjusted FCF, because we believe these two operating metrics are the most representative short-term measure of long-term shareholder value creation; we view EBIT (or income from operations) as the key driver of our ultimate bottom line earnings and utilization of a free cash flow objective is intended to incent management to appropriately manage “non-income” cash/balance sheet items (in addition to earnings) like inventory, accounts receivable, accounts payable and capital spending. Under the MICP, the fiscal year 2026 financial performance objectives were as follows: target performance for Adjusted EBIT and Adjusted FCF for 100% payout under the approved targets for the MICP for the year were $1,373.3 million and $835.7 million, respectively. Adjusted FCF payout percentage was limited to the Adjusted EBIT payout percentage until EBIT exceeded $1,098.6 million. The incentive compensation payable was capped at 200% of target, regardless of performance above the maximum performance level. To achieve the maximum performance level, Adjusted EBIT of $1,510.6 million and Adjusted FCF of $1,044.6 million would have been required. The following table shows achievement of financial objectives for fiscal 2025, as adjusted, as well as fiscal 2026 performance objectives (dollars in millions):

  60. 2026 Compensation Decisions

    | • | Five other named executive officers—an aggregate payment of $2,498,389, based on performance against the applicable plan criteria and individual goals and objectives (individual bonus payouts were all 125.1% of target bonus opportunity). |

  61. 2026 Compensation Decisions

    Long-Term Equity Incentive Compensation Equity incentives are considered necessary to attract and retain employees critical to our continuing, long-term success, as well as providing employees significant alignment of interest with our shareholders. The Committee views nonqualified stock options, restricted stock and restricted stock units as a direct link between management and shareholders. Equity incentives are provided under the Company’s 2006 Long-Term Equity Incentive Plan (the “2006 Plan”). The 2006 Plan was initially approved by shareholders of STERIS Corporation in July of 2006. The 2006 Plan has since been re-approved by shareholders and amended and restated on several occasions. The Plan was assumed, amended and restated by the Company effective March 28, 2019 in conjunction with the Redomiciliation. Also, in connection with the Redomiciliation, all outstanding awards under the 2006 Plan in respect of Old STERIS ordinary shares were converted into equity awards for the same number of Ordinary Shares with the other terms and conditions of the awards remaining the same, except as otherwise required by law. With respect to the amount and type of equity incentives provided to each recipient, the Committee generally considers its compensation consultant’s data regarding competitive trends and practices, the award recipient’s salary and level within our organization, the nature and complexity of the position, the recommendation of the CEO, and the Committee’s own evaluation of the performance of named executive officers and certain other executives, since the Committee members generally have an opportunity to observe their performance and have information on the level of past awards. The Committee ultimately decides the amount and mix of long-term compensation granted to each named executive officer, other corporate officers, and any other executives who report to the CEO, with input from the CEO and the Senior Vice President & Chief Human Resources Officer. For the past several years, long-term equity awards to each named executive officer have consisted of stock options and restricted stock. In keeping with the Company’s approach, the consultant has developed long-term equity award guidelines for consideration by the CEO and Committee for senior management. The CEO and Committee also consider other factors in determining award amounts, including retention concerns. Beginning in May 2025, the Committee’s approach to long-term equity incentive compensation has been to put equal weighting for stock options and restricted stock for all executives. This is consistent with the Company’s pay-for-performance philosophy as all value earned through stock options is solely dependent upon an increase of our stock price, which reflects investors’ views on the Company’s financial performance and long-term prospects. The Committee believes that options provide a strong linkage to the Company’s performance because the executive benefits only if and to the extent the Company’s stock price increases and the vesting provisions help prevent executives from fully capitalizing on near-term increases in stock values. The 2006 Plan provisions prohibit stock options from being granted at option prices less than 100% of fair market value of the underlying shares on the grant date and prohibit options from being re-priced without shareholder approval. Beginning in fiscal 2019, option exercise prices for all executive and other employee stock option awards have been fixed at 110% of the closing price of our shares on the grant date. The value of Mr. Carestio’s fiscal year 2026 equity grants increased by approximately 3% but remained below the median of the peer group data and survey data provided by the consultant. Because of market factors and the broader complexity and scope of responsibilities of his position, Mr. Carestio’s long-term equity compensation is greater than the other named executive officers. Ms. Burton’s equity grant value for fiscal year 2026 was increased compared to prior years in connection with her promotion to Senior Vice President and Chief Financial Officer. Similarly, Mr. Tokich’s equity grant value decreased. Mr. Zangerle had a slight decrease in equity value compared to the prior year. In fiscal 2025, Mr. Zangerle received a higher equity award in connection with the divestiture of the dental business, which was not present in fiscal 2026. The equity awards of the other named executive officers were increased approximately 5% compared to the prior year. As part of its oversight of the long-term equity award program, the Committee and management annually review data from the compensation consultant regarding the cost of the equity award program in terms of share usage and value transfer. As of September 30, 2024, which is the date that was used for presenting this data to the Committee in fiscal 2025, the Company’s overhang from outstanding grants was between median and the 75th percentile of its peer group, and total overhang (including that from shares available for future grant) was below the 25th percentile. The Company’s three-year average share usage was at the 25th percentile of its peer group for the period 2022 – 2024. For the same period, the Company’s three-year average fair value transfer was below the 25th percentile of peers in absolute dollars, as a percentage of market capitalization and as a percentage of revenue. On balance, the consultant and Committee believe the Company has prudently managed the equity program in support of the shareholders’ interests. Fiscal 2026 awards to the named executive officers under the 2006 Plan were as follows:

  62. 2026 Compensation Decisions

    | Name | Number of Restricted Shares | Number of Stock Options | Aggregate Award Fair Values ($) | | Daniel A. Carestio | 17,811 | 63,328 | $8,668,202 | | Karen L. Burton | 4,302 | 15,300 | $2,153,185 | | Michael J. Tokich | 2,223 | 7,908 | $1,082,157 | | J. Adam Zangerle | 3,756 | 13,360 | $1,828,323 | | Cary L. Majors | 2,922 | 10,392 | $1,422,252 | | Mary Clare Fraser | 2,505 | 8,904 | $1,218,943 |

  63. 2026 Compensation Decisions

    For more information concerning these awards, see “Grants of Plan-Based Awards in Fiscal 2026” and the “Narrative Supplement to the Fiscal 2026 Summary Compensation Table and the Grants of Plan-Based Awards in Fiscal 2026 Table.” Benefit Programs and Perquisites Our named executive officers are eligible to participate in a number of benefit programs, including health, disability and life insurance programs and a qualified 401(k) plan, all of which also are available generally to employees in the United States. None of our executive officers have special retirement benefit arrangements such as supplemental retirement plans or excess or restoration retirement benefit plans. Named executive officers and other senior employees may also participate in other benefit programs, including an employee relocation program and a Senior Executive Severance Plan. The Company’s Senior Executive Severance Plan covers all of the named executive officers. Several years ago, the Company discontinued providing most allowances and other perquisites for executives. We maintain a U.S. non-qualified deferred compensation plan, which formerly allowed for the deferral of compensation for an employee-specified term or until retirement or termination. There have been no employee contributions made to this plan since fiscal 2012 and future contributions are not permitted. Ms. Burton is the only NEO who has contributed to the non-qualified deferred compensation plan. Agreements Regarding Named Executive Officer Compensation The Committee reviews and approves, or makes recommendations to the Board to approve, any agreements with the named executive officers relating to compensation or separation payments. Except for the Transition Agreement in effect for Mr. Tokich in connection with his retirement, as further described below, the Company has no employment agreements with its named executive officers. The named executive officers are party to equity award agreements and covered by the Senior Executive Severance Plan and other plans described in the succeeding pages. These agreements and plans are discussed, in part, in the section of this Proxy Statement entitled “Potential Payments to Named Executive Officers upon Termination of Employment or Change in Control.” The Committee believes that employment or other special agreements regarding senior management compensation for US-based executives should generally be limited to special circumstances. Tokich Transition Agreement On August 18, 2025, Mr. Tokich transitioned from his prior role as Senior Vice President and Chief Financial Officer of the Company to Senior Financial Advisor. To memorialize this transition, Mr. Tokich and the Company entered into a Transition Agreement, dated August 5, 2025 and effective on August 18, 2025 (and as further amended effective April 1, 2026, the “Transition Agreement”). The Transition Agreement governs the compensation and benefits that Mr. Tokich is receiving from the Company for his post-executive employment with and service to the Company. For more information about Mr. Tokich’s Transition Agreement, see “Potential Payments to Named Executive Officers Upon Termination of Employment or Change in Control—Tokich Transition Agreement.”

  64. Compensation Governance

    Compensation Governance We maintain several compensation governance best practices and policies. A detailed discussion of certain of these practices appears below and other of these practices are mentioned in other portions of this Proxy Statement. Risk Assessment The Committee has reviewed and discussed with its compensation consultant, the Company’s employee compensation policies and practices, and determined that the same are not reasonably likely to have a material adverse effect on the Company. This determination was based in part on a review of compensation practices and programs conducted by the Committee’s compensation consultant, FW Cook, and by management, with risk being evaluated from several perspectives, including pay mix, award time horizons, award limitations including caps, metric structure, metric alignment with business strategy, payout cliffs, and other practices or policies that mitigate risk-taking. Other risk mitigating factors reviewed included clawbacks, stock ownership guidelines, anti-hedging and pledging policies and equity grant practices, as well as more specific factors with respect to sales and service incentive plans. Policies and Practices Related to the Grant of Equity Awards Under the Company’s policies and practices, the approval of long-term equity incentive compensation for the Company’s regular annual equity awards (including the Company’s stock option and restricted stock grants to its named executive officers) is typically made in the first quarter Committee meeting in each fiscal year. These grants are then made effective shortly after the date of filing of the Company’s 10-K filing for its prior fiscal year. Share values utilized for annual awards are determined shortly before the grant date based upon Company share price averages over a predetermined period following the Company’s announcement of its prior year financial results. These values are then used in determining the number of options and restricted shares to be awarded to recipients, and values are not modified to reflect any subsequent increase or decrease in value of the Company’s stock between the end of the predetermined period and the effective date of the grant. During fiscal 2026, the Company granted Ms. Burton restricted shares and stock options in an off-cycle award in connection with her promotion to Senior Vice President and Chief Financial Officer. This equity grant approach is used by the Committee in order to best help ensure the annual grants are made only during an open window, and after the release of the Company’s material non-public information regarding its most recently completed fiscal year. This grant timing provides for a routine and regular grant practice regarding the named executive officers’ annual equity awards. The Committee does not factor any material non-public information into its design and approval of the terms of such regular annual equity awards, and the Company does not time the disclosure of material non-public information for purposes of affecting the value of executive compensation. During fiscal 2026, the Company did not grant equity awards to any named executive officer during any period beginning four business days before and ending one business day after the filing of any Company periodic report on Form 10-Q or Form 10-K, or the filing or furnishing of any Company Form 8-K that disclosed any material non-public information. Clawback and Related Provisions for Annual Incentive Compensation and 2006 Plan Equity Awards The MICP contains “clawback” provisions. Under these provisions, if the Company’s financial statements for any fiscal year are required to be restated due to material noncompliance with any financial reporting requirement as a result of intentional misconduct of a participant, the participant is required to forfeit or return, as applicable, at the request of the Board or Committee, all or a portion of the participant’s award. The amount to be recovered is the amount of the award in excess of that which would have been payable had the financial statements initially been filed as restated. The Company is entitled to obtain repayment by a variety of different methods. The Committee expanded these rules by adopting a clawback policy effective October 2, 2023 that is compliant with the new SEC/NYSE rules regarding clawback policies. This policy expands and supplements the existing 2006 Plan rules, but does not replace those rules. The 2006 Plan also contains forfeiture and recovery provisions for “Detrimental Conduct.” Detrimental Conduct includes acts of dishonesty intended to result in material personal gain or enrichment at the expense of the Company and other acts or conduct detrimental or prejudicial to the business, reputation, or other significant interests of the Company. Restrictions on Securities Transactions The Company maintains an Insider Trading Policy that restricts activities in or relating to Company securities by Directors, executive officers and employees and their respective related persons. These restrictions include advance clearance requirements for Directors, executive officers and certain other employees for all transactions as well as “blackout” provisions. The Insider Trading Policy also includes a blanket prohibition that prevents Directors, executive officers, employees and their respective related persons from purchasing financial instruments (including prepaid variable forward contracts, equity swaps, collars or exchange funds), or otherwise engaging in transactions, that hedge or offset, or are designed to hedge or offset, decreases in the market value of the Company’s securities, whether granted as part of compensation to, or otherwise held directly or indirectly by, such Director, executive officer, employee or their respective related persons. The Insider Trading Policy further prohibits other types of speculative transactions in Company securities, including short-term trading, short sales, option trading and pledging (including margin purchases of Company stock). Officer Stock Ownership Policy One of the primary objectives of the Company’s equity incentives is to build stock ownership among executives, thereby aligning their interests more closely with those of the shareholders. To reinforce this objective, the Committee first established stock ownership guidelines for senior managers of STERIS Corporation in 2006. The guidelines have been subsequently revised on several occasions, most recently to formalize the guidelines as a Policy and expand Policy coverage. The Committee believes the Policy further aligns the interests of senior management with those of the shareholders. Senior managers (including the named executive officers) and other key management members are required to maintain a significant equity interest in the Company through ownership of stock that they acquire either with their own funds or through long-term incentive awards. The Committee believes that stock ownership helps create economic alignment with shareholders and is a factor in motivating our senior managers to enhance shareholder value. The stock ownership requirements are expressed as a multiple of base salary. The Committee believes that this approach, which is consistent with the approach used in the Director Stock Ownership Guidelines, reflects prevailing market practices, and also has the benefit of adjusting for changing circumstances that should influence shareholding requirements. The following table outlines the required officer share ownership values at various levels within the Company, as defined by multiples of base salary for each person:

  65. Compensation Governance

    | • | Shares acquired from exercised stock options (unexercised options are not counted); and/or |

  66. FISCAL 2026 SUMMARY COMPENSATION TABLE

    FISCAL 2026 SUMMARY COMPENSATION TABLE

  67. FISCAL 2026 SUMMARY COMPENSATION TABLE

    | Name and Principal Position | Fiscal Year | Salary ($) | Stock Awards ($)(1) | Option Awards ($)(2) | Non-Equity Incentive Plan Compensation ($)(3) | All Other Compensation ($)(4) | Total ($) | | Daniel A. Carestio | | | | | | | | | President and CEO | 2026 | 1,095,707 | 4,333,951 | 4,334,251 | 1,725,007 | 19,606 | 11,508,522 | | | 2025 | 1,063,860 | 2,935,997 | 5,452,847 | 1,204,866 | 15,492 | 10,673,062 | | | 2024 | 1,030,600 | 2,584,412 | 4,800,238 | 1,123,539 | 11,987 | 9,550,776 | | Karen L. Burton | | | | | | | | | Senior Vice President and Chief Financial Officer | 2026 | 530,762 | 1,042,037 | 1,111,148 | 491,493 | 16,977 | 3,192,417 | | Michael J. Tokich | | | | | | | | | Senior Financial Advisor | 2026 | 511,409 | 540,923 | 541,234 | 616,644 | 19,783 | 2,229,993 | | | 2025 | 633,463 | 782,156 | 1,452,416 | 430,708 | 13,994 | 3,312,737 | | | 2024 | 613,770 | 775,684 | 1,441,226 | 401,456 | 11,758 | 3,243,894 | | J. Adam Zangerle | | | | | | | | | Senior Vice President, General Counsel, and Company Secretary | 2026 | 570,417 | 913,947 | 914,376 | 538,815 | 16,910 | 2,954,465 | | | 2025 | 553,511 | 943,248 | 1,048,789 | 376,346 | 13,935 | 2,935,829 | | | 2024 | 536,475 | 694,096 | 1,041,206 | 350,896 | 11,742 | 2,634,415 | | Cary L. Majors | | | | | | | | | Senior Vice President and President, Healthcare | 2026 | 537,115 | 711,010 | 711,242 | 473,535 | 17,522 | 2,450,424 | | | 2025 | 519,247 | 543,602 | 815,814 | 330,750 | 11,816 | 2,221,229 | | | 2024 | 488,250 | 539,319 | 809,661 | 298,157 | 10,543 | 2,145,930 | | Mary Clare Fraser | | | | | | | | | Senior Vice President and Chief Human Resources Officer | 2026 | 461,615 | 609,542 | 609,401 | 377,902 | 15,262 | 2,073,722 | | | 2025 | 447,934 | 466,140 | 699,192 | 263,954 | 13,780 | 1,891,000 | | | 2024 | 434,180 | 462,531 | 693,995 | 246,122 | 11,701 | 1,848,529 |

  68. FISCAL 2026 SUMMARY COMPENSATION TABLE

    | (1) The dollar amounts for fiscal 2026 reflect the closing sales price per share of the Company’s stock on the NYSE Composite Tape on the effective date of the grant, representing the grant date fair value for purposes of FASB ASC Topic 718. For a discussion of specific restricted stock awards granted in fiscal 2026, see “Grants of Plan-Based Awards in Fiscal 2026” below and the narrative discussion that follows. Restricted stock recipients can vote their restricted shares and will receive cash dividend equivalent payments at the same times and amounts per share as all other shareholders receiving dividend payments. |

  69. FISCAL 2026 SUMMARY COMPENSATION TABLE

    | (2) The dollar amounts for fiscal 2026 reflect the grant date fair value under FASB ASC Topic 718 for option awards. The aggregate grant date fair value of option awards for fiscal 2026 is computed in accordance with FASB ASC Topic 718, utilizing assumptions discussed in the notes to our financial statements in our Form 10-K for the fiscal year ended March 31, 2026. For a discussion of specific option awards granted in fiscal 2026, see “Grants of Plan-Based Awards in Fiscal 2026” below and the narrative discussion that follows. |

  70. FISCAL 2026 SUMMARY COMPENSATION TABLE

    | (3) The dollar amounts for fiscal 2026 represent incentive compensation paid under the MICP for achievement in fiscal 2026. |

  71. FISCAL 2026 SUMMARY COMPENSATION TABLE

    | (4) The dollar amounts for fiscal 2026 include employer matching contributions to Company 401(k) plan for all named executive officers (consisting of $14,540, $11,713, $14,186, $14,200, $16,077 and $14,167, respectively, for Messrs. Carestio, Tokich, Zangerle and Majors and Ms. Burton and Ms. Fraser), non-U.S. tax filing preparation (Mr. Tokich and Mr. Zangerle), work anniversary gifts under the Company-wide STERIS Celebrates program (Ms. Fraser and Mr. Tokich), taxable travel expenses (Mr. Carestio and Mr. Majors) and a stipend for mobile phone expenses. |

  72. GRANTS OF PLAN-BASED AWARDS IN FISCAL 2026

    GRANTS OF PLAN-BASED AWARDS IN FISCAL 2026

  73. GRANTS OF PLAN-BASED AWARDS IN FISCAL 2026

    | Name | Grant Date(1) | Approval Date | Estimated Possible Payouts Under Non-Equity Incentive Plan Awards(2) | | | All Other Stock Awards: Number of Shares of Stock or Units (#) | All Other Option Awards: Number of Securities Underlying Options (#) | Exercise or Base Price of Option Awards ($/Sh) | Grant Date Fair Value of Stock and Option Awards ($) | | | | | Threshold ($) | Target ($) | Maximum ($) | | | | | | Daniel A. Carestio | | | | | | | | | | | | 6/3/2025 | 5/7/2025 | | | | 17,811 | | | 4,333,951 | | | 6/3/2025 | 5/7/2025 | | | | | 63,328 | 267.66 | 4,334,251 | | | | | 0 | 1,378,902 | 2,757,804 | | | | | | Karen L. Burton | | | | | | | | | | | | 6/3/2025 | 5/7/2025 | | | | 1,953 | | | 475,223 | | | 6/3/2025 | 5/7/2025 | | | | | 6,944 | 267.66 | 475,256 | | | 10/1/2025 | 7/31/2025 | | | | 2,349 | | | 566,814 | | | 10/1/2025 | 7/31/2025 | | | | | 8,356 | 265.43 | 635,892 | | | | | 0 | 392,880(3) | 785,760(3) | | | | | | Michael J. Tokich | | | | | | | | | | | | 6/3/2025 | 5/7/2025 | | | | 2,223 | | | 540,923 | | | 6/3/2025 | 5/7/2025 | | | | | 7,908 | 267.66 | 541,234 | | | | | 0 | 492,921 | 985,842 | | | | | | J. Adam Zangerle | | | | | | | | | | | | 6/3/2025 | 5/7/2025 | | | | 3,756 | | | 913,947 | | | 6/3/2025 | 5/7/2025 | | | | | 13,360 | 267.66 | 914,376 | | | | | 0 | 430,708 | 861,415 | | | | | | Cary L. Majors | | | | | | | | | | | | 6/3/2025 | 5/7/2025 | | | | 2,922 | | | 711,010 | | | 6/3/2025 | 5/7/2025 | | | | | 10,392 | 267.66 | 711,242 | | | | | 0 | 378,525 | 757,050 | | | | | | Mary Clare Fraser | | | | | | | | | | | | 6/3/2025 | 5/7/2025 | | | | 2,505 | | | 609,542 | | | 6/3/2025 | 5/7/2025 | | | | | 8,904 | 267.66 | 609,401 | | | | | 0 | 302,080 | 604,159 | | | | |

  74. GRANTS OF PLAN-BASED AWARDS IN FISCAL 2026

    | (1) Restricted stock and stock option grants made as part of the annual long-term equity grant. All restricted stock and stock option awards were granted under the 2006 Plan. |

  75. GRANTS OF PLAN-BASED AWARDS IN FISCAL 2026

    | (2) Amounts shown represent the annual incentive compensation opportunity under the Company MICP for fiscal 2026 for each named executive officer. See “Compensation Discussion and Analysis—Principal Components of Compensation for Named Executive Officers—Annual Incentive Compensation” above for more detail regarding these amounts. See the Fiscal 2026 Summary Compensation Table above for actual payouts for fiscal 2026 achievement under the MICP. |

  76. GRANTS OF PLAN-BASED AWARDS IN FISCAL 2026

    | (3) Amounts shown reflect pro-ration for time spent in each role served during fiscal 2026. |

  77. NARRATIVE SUPPLEMENT TO THE FISCAL 2026 SUMMARY COMPENSATION TABLE AND THE GRANTS OF PLAN-BASED AWARDS IN FISCAL 2026 TABLE

    NARRATIVE SUPPLEMENT TO THE FISCAL 2026 SUMMARY COMPENSATION TABLE AND THE GRANTS OF PLAN-BASED AWARDS IN FISCAL 2026 TABLE

  78. OUTSTANDING EQUITY AWARDS ON MARCH 31, 2026

    OUTSTANDING EQUITY AWARDS ON MARCH 31, 2026

  79. OUTSTANDING EQUITY AWARDS ON MARCH 31, 2026

    | | Option Awards | | | | | Stock Awards | | | | Name | Option Award Grant Date | Number of Securities Underlying Unexercised Options (#) Exercisable | Number of Securities Underlying Unexercised Options (#) Unexercisable | Option Exercise Price ($) | Option Expiration Date | Stock Award Grant Date | Number of Shares or Units of Stock That Have Not Vested (#) | Market Value of Shares or Units of Stock That Have Not Vested ($)(1) | | Daniel A. Carestio | | | | | | | | | | | 5/30/2017 | 4,500 | 0 | 77.07 | 5/30/2027 | | | | | | 5/31/2018 | 29,864 | 0 | 114.22 | 5/31/2028 | | | | | | 10/01/2018 | 9,468 | 0 | 125.58 | 10/01/2028 | | | | | | 5/31/2019 | 28,868 | 0 | 147.05 | 5/31/2029 | | | | | | 6/01/2020 | 26,776 | 0 | 182.22 | 6/01/2030 | | | | | | 6/02/2021 | 59,316 | 0 | 210.30 | 6/02/2031 | | | | | | 10/01/2021 | 18,920 | 0 | 228.36 | 10/01/2031 | | | | | | 6/02/2022 | 59,961 | 19,987 | 250.06 | 6/02/2032 | | | | | | 5/31/2023 | 44,904 | 44,904 | 219.97 | 5/31/2033 | | | | | | 6/04/2024 | 20,386 | 61,158 | 251.34 | 6/04/2034 | | | | | | 6/03/2025 | 0 | 63,328 | 267.66 | 6/03/2035 | | | | | | | | | | | 6/02/2022 | 2,369 | 523,857 | | | | | | | | 5/31/2023 | 4,308 | 952,628 | | | | | | | | 6/04/2024 | 8,566 | 1,894,200 | | | | | | | | 6/03/2025 | 17,811 | 3,938,546 | | Karen L. Burton | | | | | | | | | | | 5/31/2019 | 5,880 | 0 | 147.05 | 5/31/2029 | | | | | | 6/01/2020 | 4,780 | 0 | 182.22 | 6/01/2030 | | | | | | 6/02/2021 | 4,148 | 0 | 210.30 | 6/02/2031 | | | | | | 10/01/2021 | 1,892 | 0 | 228.36 | 10/01/2031 | | | | | | 6/02/2022 | 3,075 | 1,025 | 250.06 | 6/02/2032 | | | | | | 5/31/2023 | 1,910 | 1,910 | 219.97 | 5/31/2033 | | | | | | 6/04/2024 | 786 | 2,358 | 251.34 | 6/04/2034 | | | | | | 6/03/2025 | 0 | 6,944 | 267.66 | 6/03/2035 | | | | | | 10/01/2025 | 0 | 8,356 | 265.43 | 10/01/2035 | | | | | | | | | | | 6/02/2022 | 225 | 49,754 | | | | | | | | 5/31/2023 | 340 | 75,184 | | | | | | | | 6/04/2024 | 612 | 135,332 | | | | | | | | 6/03/2025 | 1,953 | 431,867 | | | | | | | | 10/01/2025 | 2,349 | 519,434 | | Michael J. Tokich | | | | | | | | | | | 6/01/2020 | 44,472 | 0 | 182.22 | 6/01/2030 | | | | | | 6/02/2021 | 36,296 | 0 | 210.30 | 6/02/2031 | | | | | | 10/01/2021 | 9,460 | 0 | 228.36 | 10/01/2031 | | | | | | 6/02/2022 | 23,061 | 7,687 | 250.06 | 6/02/2032 | | | | | | 5/31/2023 | 13,482 | 13,482 | 219.97 | 5/31/2033 | | | | | | 6/04/2024 | 5,430 | 16,290 | 251.34 | 6/04/2034 | | | | | | 6/03/2025 | 0 | 7,908 | 267.66 | 6/03/2035 | | | | | | | | | | | 6/02/2022 | 564 | 124,717 | | | | | | | | 5/31/2023 | 1,293 | 285,921 | | | | | | | | 6/04/2024 | 2,282 | 504,619 | | | | | | | | 6/03/2025 | 2,223 | 491,572 |

  80. OUTSTANDING EQUITY AWARDS ON MARCH 31, 2026

    | | Option Awards | | | | | Stock Awards | | | | Name | Option Award Grant Date | Number of Securities Underlying Unexercised Options (#) Exercisable | Number of Securities Underlying Unexercised Options (#) Unexercisable | Option Exercise Price ($) | Option Expiration Date | Stock Award Grant Date | Number of Shares or Units of Stock That Have Not Vested (#) | Market Value of Shares or Units of Stock That Have Not Vested ($)(1) | | J. Adam Zangerle | | | | | | | | | | | 5/30/2017 | 14,000 | 0 | 77.07 | 5/30/2027 | | | | | | 5/31/2018 | 21,536 | 0 | 114.22 | 5/31/2028 | | | | | | 5/31/2019 | 19,244 | 0 | 147.05 | 5/31/2029 | | | | | | 6/01/2020 | 18,168 | 0 | 182.22 | 6/01/2030 | | | | | | 6/02/2021 | 17,284 | 0 | 210.30 | 6/02/2031 | | | | | | 10/01/2021 | 8,196 | 0 | 228.36 | 10/01/2031 | | | | | | 6/02/2022 | 11,529 | 3,843 | 250.06 | 6/02/2032 | | | | | | 5/31/2023 | 9,740 | 9,740 | 219.97 | 5/31/2033 | | | | | | 6/04/2024 | 3,921 | 11,763 | 251.34 | 6/04/2034 | | | | | | 6/03/2025 | 0 | 13,360 | 267.66 | 6/03/2035 | | | | | | | | | | | 6/02/2022 | 846 | 187,076 | | | | | | | | 5/31/2023 | 1,157 | 255,847 | | | | | | | | 6/04/2024 | 2,040 | 451,105 | | | | | | | | 6/03/2025 | 3,756 | 830,564 | | Cary L. Majors | | | | | | | | | | | 6/01/2020 | 14,344 | 0 | 182.22 | 6/01/2030 | | | | | | 6/02/2021 | 10,368 | 0 | 210.30 | 6/02/2031 | | | | | | 10/01/2021 | 3,784 | 0 | 228.36 | 10/01/2031 | | | | | | 6/02/2022 | 7,302 | 2,434 | 250.06 | 6/02/2032 | | | | | | 5/31/2023 | 7,574 | 7,574 | 219.97 | 5/31/2033 | | | | | | 6/04/2024 | 3,050 | 9,150 | 251.34 | 6/04/2034 | | | | | | 6/03/2025 | 0 | 10,392 | 267.66 | 6/03/2035 | | | | | | | | | | | 6/02/2022 | 2,140 | 473,218 | | | | | | | | 5/31/2023 | 2,697 | 596,388 | | | | | | | | 6/04/2024 | 2,379 | 526,068 | | | | | | | | 6/03/2025 | 2,922 | 646,142 | | Mary Clare Fraser | | | | | | | | | | | 6/02/2021 | 9,676 | 0 | 210.30 | 6/02/2031 | | | | | | 10/01/2021 | 3,784 | 0 | 228.36 | 10/01/2031 | | | | | | 6/02/2022 | 6,918 | 2,306 | 250.06 | 6/02/2032 | | | | | | 5/31/2023 | 6,492 | 6,492 | 219.97 | 5/31/2033 | | | | | | 6/04/2024 | 2,614 | 7,842 | 251.34 | 6/04/2034 | | | | | | 6/03/2025 | 0 | 8,904 | 267.66 | 6/03/2035 | | | | | | | | | | | 6/02/2022 | 2,028 | 448,452 | | | | | | | | 5/31/2023 | 2,313 | 511,474 | | | | | | | | 6/04/2024 | 2,040 | 451,105 | | | | | | | | 6/03/2025 | 2,505 | 553,931 |

  81. OUTSTANDING EQUITY AWARDS ON MARCH 31, 2026

    | (1) Market value is computed by multiplying the number of shares or units of stock by the NYSE Composite Transaction Reporting System closing price of Ordinary Shares on March 31, 2026 of $221.13 per share. |

  82. OUTSTANDING EQUITY AWARDS ON MARCH 31, 2026

    The vesting schedule for each grant in the above table is shown below as of March 31, 2026, based on the option or stock award grant date, as applicable.

  83. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

  84. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | | Option Awards | | Stock Awards | | | Name | Number of Shares Acquired on Exercise (#) | Value Realized on Exercise ($)(1) | Number of Shares Acquired on Vesting (#) | Value Realized on Vesting ($)(2) | | Daniel A. Carestio | | | | | | | | | 4,308(3) | 1,042,881 | | | | | 1,514(4) | 366,509 | | | | | 2,369(5) | 573,488 | | | | | 4,238(6) | 1,026,020 | | | | | 289(7) | 69,736 | | Karen L. Burton | | | | | | | 7,900(8) | 1,007,308 | 340(9) | 82,307 | | | | | 196(10) | 47,448 | | | | | 225(11) | 54,468 | | | | | 306(12) | 74,083 | | | | | 86(13) | 20,752 | | Michael J. Tokich | | | | | | | 33,628(14) | 3,760,358 | 1,293(15) | 313,009 | | | 14,488(16) | 1,607,587 | 573(17) | 138,712 | | | | | 564(18) | 136,533 | | | | | 1,141(19) | 276,236 | | | | | 144(20) | 34,747 | | J. Adam Zangerle | | | | | | | 15,000(21) | 2,931,250 | 1,157(22) | 280,087 | | | | | 819(23) | 198,264 | | | | | 846(24) | 204,800 | | | | | 1,376(25) | 333,130 | | | | | 202(26) | 48,743 | | Cary L. Majors | | | | | | | 12,828(27) | 1,321,696 | 1,964(28) | 575,182 | | | | | 692(29) | 166,980 | | Mary Clare Fraser | | | | | | | | | 1,836(30) | 191,485 | | | | | 692(31) | 166,980 |

  85. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (1) Value realized on exercise equal to the difference between the market price (sale price on exercise date or closing price on exercise date, as applicable) of the option shares at exercise and the option exercise price, times the number of option shares being exercised. |

  86. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (2) Value realized based on the closing price of the shares on the date of vesting multiplied by the number of shares that vested on that date. |

  87. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (3) 1,905 shares were withheld to cover the required tax withholding due on the vesting of the 4,308 restricted shares. These shares vested on June 2, 2025. |

  88. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (4) 452 shares were withheld to cover the required tax withholding due on the vesting of the 1,514 restricted shares. These shares vested on June 2, 2025. |

  89. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (5) 708 shares were withheld to cover the required tax withholding due on the vesting of the 2,369 restricted shares. These shares vested on June 2, 2025. |

  90. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (6) 1,921 shares were withheld to cover the required tax withholding due on the vesting of the 4,238 restricted shares. These shares vested on June 4, 2025. |

  91. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (7) 130 shares were withheld to cover the required tax withholding due on the vesting of the 289 restricted shares. These shares vested on October 1, 2025. |

  92. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (8) 7,900 shares were acquired upon the exercise of stock options on August 11, 2025. |

  93. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (9) 102 shares were withheld to cover the required tax withholding due on the vesting of the 340 restricted shares. These shares vested on June 2, 2025. |

  94. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (10) 59 shares were withheld to cover the required tax withholding due on the vesting of the 196 restricted shares. These shares vested on June 2, 2025. |

  95. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (11) 68 shares were withheld to cover the required tax withholding due on the vesting of the 225 restricted shares. These shares vested on June 2, 2025. |

  96. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (12) 92 shares were withheld to cover the required tax withholding due on the vesting of the 306 restricted shares. These shares vested on June 4, 2025. |

  97. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (13) 39 shares were withheld to cover the required tax withholding due on the vesting of the 86 restricted shares. These shares vested on October 1, 2025. |

  98. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (14) 33,628 shares were acquired upon the exercise of stock options on November 17, 2025. |

  99. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (15) 386 shares were withheld to cover the required tax withholding due on the vesting of the 1,293 restricted shares. These shares vested on June 2, 2025. |

  100. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (16) 14,488 shares were acquired upon the exercise of stock options on November 18, 2025. |

  101. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (17) 172 shares were withheld to cover the required tax withholding due on the vesting of the 573 restricted shares. These shares vested on June 2, 2025. |

  102. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (18) 169 shares were withheld to cover the required tax withholding due on the vesting of the 564 restricted shares. These shares vested on June 2, 2025. |

  103. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (19) 341 shares were withheld to cover the required tax withholding due on the vesting of the 1,141 restricted shares. These shares vested on June 4, 2025. |

  104. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (20) 65 shares were withheld to cover the required tax withholding due on the vesting of the 144 restricted shares. These shares vested on October 1, 2025. |

  105. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (21) 15,000 shares were acquired upon the exercise of stock options on November 11, 2025. |

  106. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (22) 346 shares were withheld to cover the required tax withholding on 1,157 restricted shares. These shares vested on June 2, 2025. |

  107. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (23) 245 shares were withheld to cover the required tax withholding on 819 restricted shares. These shares vested on June 2, 2025. |

  108. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (24) 253 shares were withheld to cover the required tax withholding on 846 restricted shares. These shares vested on June 2, 2025. |

  109. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (25) 425 shares were withheld to cover the required tax withholding on 1,376 restricted shares. These shares vested on June 4, 2025. |

  110. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (26) 91 shares were withheld to cover the required tax withholding on 202 restricted shares. These shares vested on October 1, 2025. |

  111. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (27) 12,828 shares were acquired upon the exercise of stock options on May 20, 2025. |

  112. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (28) 564 shares were withheld to cover the required tax withholding on 1,964 restricted shares. These shares vested on June 2, 2025. |

  113. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (29) 303 shares were withheld to cover the required tax withholding on 692 restricted shares. These shares vested on October 1, 2025. |

  114. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (30) 548 shares were withheld to cover the required tax withholding on 1,836 restricted shares. These shares vested on June 2, 2025. |

  115. OPTION EXERCISES AND STOCK VESTED IN FISCAL 2026

    | (31) 207 shares were withheld to cover the required tax withholding on 692 restricted shares. These shares vested on October 1, 2025. |

  116. FISCAL 2026 NON-QUALIFIED DEFERRED COMPENSATION TABLE

    FISCAL 2026 NON-QUALIFIED DEFERRED COMPENSATION TABLE We maintain a U.S. non-qualified deferred compensation plan, the STERIS Corporation Deferred Compensation Plan, which formerly allowed for the deferral of compensation for an employee-specified term or until retirement or termination. There have been no employee contributions made to this plan since fiscal 2012 and future contributions are not permitted. The following table summarizes the activity in nonqualified deferred compensation for the NEOs in Fiscal 2026:

  117. FISCAL 2026 NON-QUALIFIED DEFERRED COMPENSATION TABLE

    | Name | Executive Contributions in Last Fiscal Year ($) | Registrant Contributions in Last Fiscal Year ($) | Aggregate Earnings in Last Fiscal Year ($)(1) | Aggregate Withdrawals/ Distributions ($) | Aggregate Balance at Last Fiscal Year-End ($)(2) | | Daniel A. Carestio | — | — | — | — | — | | Karen L. Burton | — | — | 1,358 | — | 14,685 | | Michael J. Tokich | — | — | — | — | — | | J. Adam Zangerle | — | — | — | — | — | | Cary L. Majors | — | — | — | — | — | | Mary Clare Fraser | — | — | — | — | — |

  118. FISCAL 2026 NON-QUALIFIED DEFERRED COMPENSATION TABLE

    | (1) None of these amounts are included in the Summary Compensation Table. |

  119. FISCAL 2026 NON-QUALIFIED DEFERRED COMPENSATION TABLE

    | (2) This column does not include any amounts previously reported in prior years’ Summary Compensation Tables. |

  120. FISCAL 2026 NON-QUALIFIED DEFERRED COMPENSATION TABLE

    See the “Benefit Programs and Perquisites” section of the Compensation Discussion and Analysis for more information regarding the Company’s deferred compensation plan.

  121. Potential Payments to Named Executive Officers Upon Termination of Employment or Change in Control

    Potential Payments to Named Executive Officers Upon Termination of Employment or Change in Control We maintain various contracts, agreements, plans, and arrangements (collectively, agreements) that may provide for payments or the provision of other benefits to executive officers following or in connection with any termination or constructive termination of employment or a change in control of the Company or change in an executive officer’s responsibilities. Some of these agreements are available generally to all of our salaried employees on the same basis as, and do not discriminate in scope, terms or operation in favor of, our executive officers. None of the named executive officers are covered by a Company-maintained defined benefit pension plan. All named executive officers are eligible for participation in the STERIS Corporation 401(k) Plan, a defined contribution arrangement. The only other agreements concerning compensation to which any of the named executive officers are party or in which any of the named executive officers participate, that are not available generally to all our salaried employees, are described below. Further, Mr. Tokich is a party to the Transition Agreement with the Company, which impacts his participation under the compensation and benefits arrangements described below.

  122. POTENTIAL PAYMENTS TO NAMED EXECUTIVE OFFICERS UPON TERMINATION OF EMPLOYMENT OR CHANGE OF CONTROL

    POTENTIAL PAYMENTS TO NAMED EXECUTIVE OFFICERS UPON TERMINATION OF EMPLOYMENT OR CHANGE OF CONTROL

  123. CEO Pay Ratio

    CEO Pay Ratio In accordance with Item 402(u) of Regulation S-K, we have calculated our CEO pay ratio for our 2026 fiscal year. To prepare this year’s disclosure relating to fiscal 2026 pay, we did not repeat the identification process used for our 2025 fiscal year, as described below, because there has been no change in our employee population or employee compensation arrangements that we reasonably believe would significantly impact our pay ratio disclosure. As a result, under SEC rules, we were permitted to use last year’s median employee for purposes of this year’s pay ratio calculation and disclosure. We have used the median employee from fiscal 2025 for fiscal 2026. The Company and its subsidiaries have worldwide operations and employ approximately 18,000 people in 40 countries, with approximately 11,000 of our employees in the United States and 7,000 outside the United States.

  124. Methodology and Pay Ratio

    Methodology and Pay Ratio For fiscal 2026, the median employee’s annual total compensation was calculated in the same manner as the CEO’s annual total compensation was calculated in the Fiscal 2026 Summary Compensation Table. Additionally, as permitted by the regulations, the employer-paid portion of the median employee’s health and dental insurance coverage was included in both the median employee’s compensation and the CEO’s compensation. The employer-paid portion of the CEO’s health and dental insurance coverage was not included in the Fiscal 2026 Summary Compensation Table amount. As illustrated in the following table and based upon the considerations discussed above, we estimate that our fiscal 2026 CEO to median employee pay ratio is 157:1.

  125. CEO to Median Employee Pay Ratio

    CEO to Median Employee Pay Ratio

  126. CEO to Median Employee Pay Ratio

    | | CEO | Median Employee | | Annual Total Compensation | $11,530,116 | $73,280 | | CEO to Median Employee Pay Ratio | 157 | 1 |

  127. CEO to Median Employee Pay Ratio

    We note that, due to our permitted use of reasonable estimates and assumptions in preparing this CEO pay ratio disclosure, the disclosure may involve a degree of imprecision, and thus this CEO pay ratio disclosure is a reasonable estimate calculated in a manner consistent with Item 402(u) of Regulation S-K using the data and assumptions described above. Because the SEC rules for identifying the median employee and calculating the pay ratio allow companies to adopt a variety of methodologies, to apply certain exclusions, and to make reasonable estimates and assumptions that reflect their employee populations and compensation practices, the pay ratio reported by other companies may not be comparable to the pay ratio for the Company. Neither the Compensation and Organization Development Committee nor management of the Company use the pay ratio measure in making compensation decisions.

  128. Pay Versus Performance

    Pay Versus Performance We are providing the following information about the relationship between “compensation actually paid” to our named executive officers and certain financial performance as required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K. Please see the Compensation Discussion and Analysis for additional information regarding our executive compensation program.

  129. Pay Versus Performance

    | PAY VERSUS PERFORMANCE(1) | | | | | | | | | | | | | Year (a) | Summary Compen- sation Table (“SCT”) Total for PEO (Carestio) (b) | SCT Total for PEO (Rosebrough) (b) | Compensation Actually Paid to PEO (Carestio) (c)(2) | Compensation Actually Paid to PEO (Rosebrough) (c)(2) | Average SCT Total for Non-PEO Named Executive Officers (d) | Average Compen- sation Actually Paid to Non-PEO Named Executive Officers (e)(2) | Value of Initial Fixed $100 Investment Based On: | | | Net Income – in millions (i)(6) | Adjusted EBIT – in millions (j)(7) | | | | | | | | | Total Share- holder Return (f)(3) | PVP Peer Group Total Share- holder Return (g)(4) | Prior Peer Group Total Share- holder Return (h)(5) | | | | 2026 | $11,508,522 | — | $3,321,857 | — | $2,580,204 | $2,064,220 | $121.45 | $106.94 | $146.82 | $782.3 | $1,382.0 | | 2025 | $10,673,062 | — | $7,946,737 | — | $2,590,199 | $1,912,845 | $123.06 | $122.54 | $126.34 | $614.6 | $1,286.7 | | 2024 | $9,550,776 | — | $14,143,349 | — | $2,468,192 | $3,588,373 | $119.77 | $115.34 | $126.64 | $378.2 | $1,270.4 | | 2023 | $7,740,184 | — | $2,167,818 | — | $2,053,642 | $15,524 | $102.25 | $98.74 | $105.87 | $107.0 | $1,170.0 | | 2022 | $5,903,168 | $1,156,398 | $11,823,596 | $9,584,917 | $2,354,427 | $5,031,228 | $127.81 | $111.17 | $110.01 | $243.9 | $1,076.8 |

  130. Pay Versus Performance

    | (1) Daniel A. Carestio was our principal executive officer (“PEO”) for the full year for fiscal 2026, 2025, 2024 and 2023 and from July 29, 2021 through the end of fiscal year 2022. Walter M Rosebrough, Jr. was our PEO from the beginning of fiscal year 2022 until July 29, 2021. For fiscal year 2026, our non-PEO named executive officers were Karen L. Burton, Michael J. Tokich, J. Adam Zangerle, Cary L. Majors, and Mary Clare Fraser. For fiscal year 2025, 2024, and 2023, our non-PEO named executive officers were Michael J. Tokich, J. Adam Zangerle, Cary L. Majors and Mary Clare Fraser. For fiscal 2022, our non-PEO named executive officers were Michael J. Tokich, J. Adam Zangerle, Cary L. Majors and Andrew Xilas. |

  131. Pay Versus Performance

    | (2) For each of fiscal 2026, 2025, 2024, 2023 and 2022 (each, a “Covered Year”), in determining both the “compensation actually paid” to our PEOs and the average “compensation actually paid” to our non-PEO named executive officers for purposes of this Pay Versus Performance table (“PVP Table”), we deducted from or added to the total amounts of compensation reported in columns (b) and (d) for such Covered Year the following amounts: |

  132. Pay Versus Performance

    | Item and Value Added (Deducted) | 2026 | 2025 | 2024 | 2023 | 2022 | | For Daniel A. Carestio (as PEO) | | | | | | | - SCT “Stock Awards” column value | $(4,333,951) | $(2,935,997) | $(2,584,412) | $(2,154,084) | $(1,397,772) | | - SCT “Option Awards” column value | $(4,334,251) | $(5,452,847) | $(4,800,238) | $(4,000,598) | $(2,870,787) | | + year-end fair value of outstanding equity awards granted in Covered Year | $1,032,773 | $8,365,073 | $9,135,555 | $4,709,722 | $7,347,026 | | +/- change in fair value of outstanding equity awards granted in prior years | $(550,138) | $(1,828,775) | $2,094,239 | $(3,235,090) | $2,796,409 | | + vesting date fair value of equity awards granted and vested in Covered Year | — | — | — | — | — | | +/- change in fair value of prior-year equity awards vested in Covered Year | $(82,758) | $(936,547) | $696,910 | $(950,771) | $12,373 | | - prior year-end fair value of prior-year equity awards forfeited in Covered Year | — | — | — | — | — | | + includable dividends/earnings on equity awards during Covered Year | $81,660 | $62,768 | $50,518 | $58,455 | $33,179 | | TOTAL ADDED (DEDUCTED): | $(8,186,665) | $(2,726,325) | $4,592,573 | $(5,572,366) | $5,920,428 | | For Walter M Rosebrough, Jr. (as PEO) | | | | | | | - SCT “Stock Awards” column value | — | — | — | — | — | | - SCT “Option Awards” column value | — | — | — | — | — | | + year-end fair value of outstanding equity awards granted in Covered Year | — | — | — | — | — | | +/- change in fair value of outstanding equity awards granted in prior years | — | — | — | — | $8,482,009 | | + vesting date fair value of equity awards granted and vested in Covered Year | — | — | — | — | — | | +/- change in fair value of prior-year equity awards vested in Covered Year | — | — | — | — | $(87,822) | | - prior year-end fair value of prior-year equity awards forfeited in Covered Year | — | — | — | — | — | | + includable dividends/earnings on equity awards during Covered Year | — | — | — | — | $34,333 | | TOTAL ADDED (DEDUCTED): | — | — | — | — | $8,428,520 | | For Non-PEO Named Executive Officers (Average): | | | | | | | - SCT “Stock Awards” column value | $(763,492) | $(683,787) | $(617,907) | $(557,389) | $(527,733) | | - SCT “Option Awards” column value | $(777,480) | $(1,004,053) | $(1,096,527) | $(814,151) | $(843,644) | | + year-end fair value of outstanding equity awards granted in Covered Year | $1,354,469 | $1,682,303 | $1,988,028 | $1,058,610 | $2,282,600 | | +/- change in fair value of outstanding equity awards granted in prior years | $(318,589) | $(406,244) | $644,655 | $(1,380,326) | $1,754,107 | | + vesting date fair value of equity awards granted and vested in Covered Year | — | — | — | — | — | | +/- change in fair value of prior-year equity awards vested in Covered Year | $(30,137) | $(285,699) | $182,705 | $(365,275) | $(5,442) | | - prior year-end fair value of prior-year equity awards forfeited in Covered Year | — | — | — | — | — | | + includable dividends/earnings on equity awards during Covered Year | $19,245 | $20,126 | $19,227 | $20,412 | $16,913 | | TOTAL ADDED (DEDUCTED): | $(515,984) | $(677,354) | $1,120,181 | $(2,038,119) | $2,676,801 |

  133. Pay Versus Performance

    | (3) For each Covered Year, our total shareholder return was calculated as the yearly percentage change in our cumulative total shareholder return on our Ordinary Shares measured as the quotient of (a) the sum of (i) the cumulative amount of dividends for the period beginning with our closing price on NYSE on March 31, 2021 through and including the last day of the Covered Year (each period is a “Measurement Period”), assuming dividend reinvestment, plus (ii) the difference between our closing stock price at the end versus the beginning of the Measurement Period divided by (b) our closing share price at the beginning of the Measurement Period. Each of these yearly percentage changes was then applied to a deemed fixed investment of $100 at the beginning of the Measurement Period to produce the Covered Year-end values of such investment as of the end of fiscal 2026, 2025, 2024, 2023, and 2022 as applicable. Because Covered Years are presented in the table in reverse chronical order (from top to bottom), the table should be read from bottom to top for purposes of understanding cumulative returns over time. |

  134. Pay Versus Performance

    | (4) For purposes of this Pay Versus Performance disclosure, our peer group is the S&P 500 Healthcare Equipment Index (the “PVP Peer Group”). The Company changed its peer group as we believe the S&P 500 Healthcare Equipment Index provides a more accurate representation of our industry peers compared to the Dow Jones U.S. Medical Supplies Index. For each Covered Year, the PVP Peer Group cumulative total shareholder return was calculated based on a deemed fixed investment of $100 in the index through each Measurement Period, assuming dividend reinvestment for the PVP Peer Group . |

  135. Pay Versus Performance

    | (5) The peer group referenced for purposes of the TSR comparison is the Dow Jones U.S. Medical Supplies Index (the “Prior PVP Peer Group”). As required, the table includes our cumulative TSR compared to both the PVP Peer Group and the Prior PVP Peer Group. |

  136. Pay Versus Performance

    | (6) Net income is calculated in accordance with U.S. GAAP. |

  137. Pay Versus Performance

    | (7) Adjusted EBIT is a non-GAAP measure calculated as earnings before interest and taxes, excluding the effects of amounts related to certain special items, as described in the Compensation Discussion and Analysis. The financial metric is used in the determination of attainment percentages under our annual MICP plan. See the section in the Compensation Discussion and Analysis above titled “2026 Compensation Decisions” for more information. |

  138. Descriptions of Relationships Between Compensation Actually Paid and Certain Financial Performance Measure Results

    Descriptions of Relationships Between Compensation Actually Paid and Certain Financial Performance Measure Results The following charts provide, across the Covered Years, (1) a comparison between our cumulative total shareholder return and the cumulative total shareholder return of the PVP Peer Group, and (2) illustrations of the relationships between (A) the compensation actually paid (“CAP”) to the PEO, or in the case of fiscal 2022, the sum of CAP to both PEOs, and the average of the CAP to our non-PEO named executive officers (in each case as set forth in the PVP Table above) and (B) each of the performance measures set forth in columns (f), (h) and (i) of the PVP Table above.

  139. Descriptions of Relationships Between Compensation Actually Paid and Certain Financial Performance Measure Results

    | | |

  140. Fiscal 2026 Tabular List

    | NON-EMPLOYEE DIRECTOR COMPENSATION |

  141. Description of Director Compensation for Fiscal 2026

    Description of Director Compensation for Fiscal 2026 Non-employee Directors are compensated by the Company for their service as such for each term of office. Company employees serving as Directors are not compensated for their service as Directors. For fiscal 2026, the Chairman of the Board was paid a retainer of $498,000 and each other non-employee Director was paid a retainer of $323,000. The retainers were paid in full at the beginning of the 2025-26 term of office for each director then in office. Retainer fees are fully vested immediately upon payment, regardless of the form in which paid. The $323,000 retainer fee was payable as follows to each Director for the 2025-26 term of office: $86,000 in cash, $118,500 in stock options and $118,500 in career restricted stock units (“CRSUs”). With respect to Dr. Sohi as Chairman, his retainer was payable as follows: $123,000 in cash, $187,500 in stock options and $187,500 in CRSUs. Directors, once they have satisfied the share ownership requirements, are permitted to elect to receive all or a part of the cash or option portions of the fee in Ordinary Shares or CRSUs and to elect to receive the CRSU portion of the fee in Ordinary Shares. Certain Directors made these elections and actual payments are reflected in the table below. Mr. Shapiro and Mr. Boulud, as new Directors, were not eligible for compensation elections for the 2025-26 term. Until a new director satisfies the share ownership requirements, they receive the annual retainer in cash up to the maximum of $86,000 and remainder in CRSUs. Mr. Shapiro received cash for his cash portion of the retainer and committee fees and CRSUs for the remainder of his total retainer fee for the 2025-26 term. New Directors are expected to satisfy these Guidelines within five years after beginning their Board service. New Directors who are elected to the Board mid-term receive a prorated amount of their fees in CRSUs. Mr. Boulud joined the Board during the 2025-26 term and received a pro-rata payment of $76,989 consisting of all CRSUs for his service during the term. See “Non-Employee Director Stock Ownership Guidelines” below for more information. The number of CRSUs or Ordinary Shares a Director is entitled to receive for each annual term will be determined based upon the dollar amount of the retainer fees elected to be received in CRSUs or Ordinary Shares, respectively, and the STERIS per share closing price on the NYSE on the effective date of grant. The number of options a Director is entitled to receive is determined based upon a Black-Scholes’ calculation, and the option price is the NYSE grant date closing price. CRSUs are restricted stock units, with each unit representing a share of the Company’s stock. A Director’s CRSUs will be settled in Ordinary Shares six months after the cessation of the Director’s Board service. Directors will be paid cash dividend equivalents on their CRSUs as dividends are paid on Ordinary Shares. All equity awards to non-employee Directors vest immediately. The Company also pays additional Chair fees to the Chairs of each standing Committee (the “Chair Fee”). The following Committee Chair Fees were paid for the 2025-2026 terms of office: Audit Committee Chair—$25,000; Compensation and Organization Development Committee Chair—$20,000; Nominating and Governance Committee Chair—$15,000; and Compliance and Technology Chair—$15,000. These fees were payable in cash, but each Chairperson could elect to receive all of his or her Chairperson Fee in one of the other forms of compensation.

  142. Description of Director Compensation for Fiscal 2026

    | Non-Employee Director Compensation: Director Compensation Table for Fiscal 2026 |

  143. Description of Director Compensation for Fiscal 2026

    In addition, each Director was paid a Committee membership fee for each Committee on which he or she served (other than as Committee Chair). These fees, which were payable in cash at the beginning of the term, were as follows: $12,000 for Audit Committee members, $7,500 for Compensation and Organization Development Committee members, and $6,000 per Committee for members of the other standing Committees.

  144. Director Compensation Table for Fiscal 2026

    Director Compensation Table for Fiscal 2026

  145. Director Compensation Table for Fiscal 2026

    | Name | Fees Earned or Paid in Cash ($)(1) | Stock Awards ($)(2) | Option Awards ($)(3) | All Other Compensation ($)(4) | Total ($) | | Dr. Esther M. Alegria | 107,000 | 118,268 | 118,470 | — | 343,738 | | Richard C. Breeden | 7,500 | 204,237 | 143,393 | — | 355,130 | | Pierre Boulud | — | 76,989 | — | — | 76,989 | | Cynthia L. Feldmann | 113,000 | 118,268 | 118,470 | — | 349,738 | | Christopher S. Holland | 118,000 | 236,779 | — | — | 354,779 | | Paul E. Martin | 105,500 | 118,268 | 118,470 | — | 342,238 | | Dr. Nirav R. Shah | 99,500 | 118,268 | 118,470 | — | 336,238 | | Louis A. Shapiro | 104,000 | 236,779 | — | — | 340,779 | | Dr. Mohsen M. Sohi | 6,000 | 310,262 | 187,429 | — | 503,691 |

  146. Director Compensation Table for Fiscal 2026

    | (1) These dollar amounts represent the portion of the annual retainer fee paid in cash for the 2025-26 annual term for all non-employee Directors. These dollar amounts also include Chair Fees, where applicable, and Committee member fees for the 2025-26 annual term. |

  147. Director Compensation Table for Fiscal 2026

    | (2) These dollar amounts represent the portion of the annual retainer fee and where applicable, Chair Fees, paid in stock or CRSUs for the 2025-26 term and reflect the closing sales price per share of the Company’s stock on the NYSE Composite Tape on the effective date of the grant, representing the grant date fair value for purposes of FASB ASC Topic 718. Mr. Holland elected to receive stock in lieu of CRSUs. As of June 4, 2026, the following Directors held the following amounts of outstanding CRSUs: Dr. Alegria, 2,896 CRSUs; Mr. Boulud, 367 CRSUs; Mr. Breeden, 19,545 CRSUs; Ms. Feldmann, 8,128 CRSUs; Mr. Holland, 4,964 CRSUs; Mr. Martin, 4,562 CRSUs; Dr. Shah, 6,503 CRSUs; Mr. Shapiro, 975 CRSUs and Dr. Sohi, 7,750 CRSUs. |

  148. Director Compensation Table for Fiscal 2026

    | (3) These dollar amounts represent the portion of the annual retainer fees, and where applicable, Chair Fees, paid in options for the 2026 fiscal year and reflect the grant date fair value of stock options granted in fiscal 2026 under FASB ASC Topic 718. The grant date fair value of an award is determined utilizing assumptions discussed in notes to our financial statements for the fiscal year ended March 31, 2026. The grant date fair value estimate for these stock option awards in accordance FASB ASC Topic 718 equaled the compensation cost recognized by the Company during fiscal 2026. As of June 4, 2026, the following Directors held the following outstanding options: Dr. Alegria, 1,407 options; Mr. Boulud, 0 options; Mr. Breeden, 27,561 options; Ms. Feldmann, 11,368 options; Mr. Holland, 1,544 options; Mr. Martin, 2,795 options; Dr. Shah, 8,262 options; Mr. Shapiro, 0 options and Dr. Sohi, 34,131 options. |

  149. Director Compensation Table for Fiscal 2026

    | (4) The aggregate amount of perquisites and other personal benefits did not exceed $10,000 in fiscal 2026 for any of the listed Directors. In January 2026, the Company purchased retirement gifts for former directors Dr. Jacqueline Kosecoff and Dr. Richard Steeves, which were valued at $13,585 and $6,975, respectively. |

  150. Director Compensation Table for Fiscal 2026

    | NON-EMPLOYEE DIRECTOR STOCK OWNERSHIP GUIDELINES |

  151. Director Compensation Table for Fiscal 2026

    The Board’s non-employee director stock ownership guidelines (the “Guidelines”), require that each non-employee Director own Company Ordinary Shares with a value of at least six (6) times the cash portion of the annual Director fees payable to the Director (determined before giving effect to any election by the Director to receive fees in a different form). The cash portion of the annual Director fees for the 2025-26 term of office was $123,000 for the Chairman and $86,000 for each of the other non-employee Directors (determined before giving effect to any election by the Director to receive fees in other forms). A new Director has a period of five years from the date of initial appointment or election to satisfy the Guidelines. For purposes of the Guidelines, all shares held beneficially directly or indirectly by a Director and all CRSUs, if any, held by a Director will be counted; however, stock options are not counted for Guideline purposes. Based upon the number of shares and CRSUs held by each of our Directors as of March 31, 2026 and our share price of $221.13 per share as of the close of business on such date, each of our then current Directors satisfied the Guidelines as of such date, except for Mr. Shapiro, who joined the board in July 2025.

  152. Director Compensation Table for Fiscal 2026

    | OWNERSHIP OF VOTING SECURITIES |