Sotera Health Company (SHC) Proxy filing summary

Executive summary

• Announced a planned leadership transition with Alton Shader appointed as CEO and Class II director, effective May 26, 2026, while Michael B. Petras, Jr. transitions to Executive Chairman and remains a Class I director and executive officer.

• Shader brings over 20 years of medical industry leadership, previously serving as CEO of Viant Medical and holding senior roles at Hill-Rom and Baxter International.

• Petras led significant growth, including revenue increase from $630 million in 2016 to $1.164 billion in 2025 and the company's IPO in 2020.

• The transition is designed for continuity, with Petras remaining active in strategic initiatives, investor relations, and litigation strategy.

Voting matters and shareholder proposals

• Supplement to the proxy statement for the 2026 Annual Meeting of Stockholders, with updates on executive leadership and board composition.

Board of directors and corporate governance

• Shader appointed as CEO and Class II director; Petras transitions to Executive Chairman and continues as Class I director.

• Lead Independent Director Vincent Petrella remains in his role, emphasizing leadership continuity.

• Board actions followed recommendations from the Nominating and Corporate Governance Committee.