Steris (STE) 10-K risk factor changes: FY2024 vs FY2023

In addition, the impacts of [added: ongoing geopolitical conflicts, including] the [removed: COVID-19 pandemic, Russia’s invasion of Ukraine] [added: Russia-Ukraine] and [added: Israel-Hamas military conflicts, and] the ongoing inflationary environment may also exacerbate any of these risks, which could have a material effect on us.

Adverse economic cycles or conditions, and Customer, regulatory or government [removed: response] [added: responses] to those cycles or conditions, have affected and could further affect our results of operations.

If government funding for healthcare becomes limited or restricted in countries in which we operate, including as a result of the impacts of [removed: the COVID-19 pandemic,] [added: a pandemic or its residual effects,] our Customers may be unable to pay their obligations on a timely basis or to make payment in full and it may become necessary to increase reserves.

The effects of geopolitical instability, including as a result of [removed: Russia’s invasion of Ukraine,] [added: the Russia-Ukraine and Israel-Hamas military conflicts,] may adversely affect us and create significant risks and uncertainties for our business, with the ultimate impact dependent on future developments, which are highly uncertain and unpredictable.

Ongoing geopolitical instability, including as a result of [removed: Russia’s invasion of Ukraine,] [added: the Russia-Ukraine and Israel-Hamas military conflicts,] has negatively impacted, and could in the future negatively impact, the global and U.S. economies, including by causing supply chain disruptions, rising energy costs, volatility in capital markets and foreign currency exchange rates, rising interest rates and heightened cybersecurity risks.

The potential impacts include supply chain and logistics disruptions, financial impacts including volatility in foreign exchange [removed: and interest rates, increased inflationary pressure on raw materials and energy, and other risks, including an elevated risk of]

[removed: Furthermore,] [added: We experienced temporary mandatory and voluntary facility closures in certain jurisdictions in which] we [removed: have] [added: operate and] experienced less demand for certain of our products and services as a result of reduced volume of medical procedures, and other factors, which we believe was exacerbated by the impact of stay-at-home orders and government responses to COVID-19.

Additionally, the COVID-19 outbreak [removed: has] caused [removed: temporary] disruptions and rising costs in our labor supply and supply chain and distribution network.

[removed: The] [added: For instance, the enduring effects of the] COVID-19 pandemic may put pressure on overall spending for our products and services, and may cause our Customers to modify spending priorities or delay or abandon purchasing decisions.

Moreover, because a large number of our employees have [removed: been] [added: worked] and [removed: will] [added: are expected to] continue to work from home routinely, we may be subject to increased vulnerability to cyber and other information technology risks.

The impact of the COVID-19 pandemic [added: and its residual effects] continues to evolve and its ultimate duration, severity and disruption to our business, Customers and supply chain, and the related financial impact to us, cannot be accurately forecasted at this time.

Various additional [removed: health care] [added: healthcare] reform proposals have emerged at the federal and state level, and we are unable to predict which, if any, of those proposals will be enacted.

Any [removed: elongation] [added: protraction] or de-prioritization or delay in regulatory review could materially affect our ongoing device design, development, and commercialization plans.

Ongoing medical device reporting regulations require that we report to appropriate governmental authorities in the United States and/or other countries when our products cause or contribute to a death or serious injury or malfunction in a way that would be reasonably likely to contribute to a death or serious injury if the malfunction were to [removed: recur.][added: reoccur.]

Any such claims, proceedings, investigations or litigation, regardless of the merits, might result in substantial costs, restrictions on product use or sales, or otherwise [removed: injure] [added: negatively impact] our business.

Some jurisdictions have raised tax [removed: rates] [added: rates,] and it is reasonable to expect that other global taxing authorities will be reviewing current legislation for potential modifications in reaction to the implementation of the TCJA, current economic conditions, and COVID-19 response costs.

In addition, further changes in the tax laws of other jurisdictions will likely arise, including as a result of the base erosion and profit shifting [removed: (BEPS)] [added: ("BEPS")] project undertaken by the Organization for Economic Cooperation and Development [removed: (OECD).][added: ("OECD").]

The GloBE rules, once implemented in the EU and other jurisdictions, could subject us to additional income taxes in those jurisdictions if our effective corporate tax rate in those [added: jurisdictions (determined under the GloBE rules) is below 15%.]

Accordingly, the GloBE rules could increase tax uncertainty and adversely impact our [removed: provision for income taxes.]

In addition, the GloBE rules, which [added: have been or] are expected to be implemented in most of the jurisdictions where we have operations, and the CAMT may adversely impact our effective corporate tax rate.

The MLI came into [removed: effect] [added: affect] on July 1, 2018.

The MLI may modify [removed: affected] [added: effected] tax treaties making it more difficult for us to obtain advantageous tax-treaty benefits.

To date, [removed: about] [added: more than] 100 jurisdictions have joined the BEPS MLI, out of which [removed: about 79] [added: most] jurisdictions have ratified, accepted, or approved the MLI, and it covers around [removed: 1850] [added: 1,850] bilateral tax treaties.

Changes in laws and regulations or policies governing the terms of foreign trade, and in particular, increased trade restrictions, [removed: including as a result of the COVID-19 pandemic,] tariffs or taxes on imports from countries where we manufacture products could have a material adverse impact on our business and financial results.

[removed: Additionally, if we were treated as a U.S. corporation for U.S. federal tax purposes, non-U.S. holders of our] ordinary shares would be subject to U.S. withholding tax on the gross amount of any dividends we paid to such shareholders.

[removed: Decreased availability or increased costs of raw materials or energy supplies or other supplies] [added: Supply chain disruption] might increase our production [removed: costs or] [added: costs,] limit our production capabilities or curtail our operations.

Changes in regulatory requirements regarding the use of, [added: or] the unavailability or short supply [removed: of] [added: of,] these products might disrupt or cause shutdowns of portions of our AST operations or have other adverse consequences.

In response to the active [removed: conflict between Russian and Ukraine,] [added: Russia-Ukraine military conflict,] we have stopped purchasing cobalt-60 from our Russian supplier.

Business continuity hazards and other risks include: explosions, fires, earthquakes, public health crises, [removed: inclement weather,] [added: extreme weather conditions,] and other disasters; utility or other mechanical failures; unscheduled downtime; labor difficulties; inability to obtain or maintain any required licenses or permits; disruption of communications; data security, preservation and redundancy disruptions; inability to hire or retain key management or employees; disruption of supply or distribution; and regulation of the safety, security or other aspects of our operations.

[removed: Certain casualties] [added: These events] also might cause personal injury and loss of life, or severe damage to or destruction of property and equipment, and for [removed: casualties] [added: injuries] occurring at our [removed: facilities,] [added: facilities or as a] result [added: of actions of our employees, result] in liability claims against us.

Expectations relating to [removed: ESG] [added: Corporate Responsibility] considerations expose us to potential liabilities, increased costs, reputational harm and other adverse effects on our business.

Many governments, regulators, investors, employees, Customers and other stakeholders are increasingly focused on ESG considerations relating to businesses, including climate change and greenhouse gas emissions, human capital and diversity, [removed: equity and inclusion.]

Responding to these ESG considerations and implementation of these [added: laws, regulations and other] initiatives involves risks and [removed: uncertainties] [added: uncertainties,] requires [added: significant] investments and is impacted by factors that may be outside our control.

Many of our Customers are also committing [added: to, and may become subject] to [added: legal or regulatory requirements with respect to,] long-term targets to reduce greenhouse gas emissions within their supply [removed: chains.][added: chains and associated emissions reporting.]

If we are unable to support Customers in [removed: achieving] [added: fulfilling] these [added: obligations or achieving] reductions, we may lose revenue if our Customers find other suppliers who are better able to support such [removed: reductions.][added: efforts.]

In March [removed: 2022,] [added: 2024,] the SEC [removed: published] [added: adopted] its [removed: proposed] [added: final] rule, “The Enhancement and Standardization of Climate-Related Disclosures for Investors,” which sets forth certain prescriptive rules [removed: that, if implemented as proposed, will] [added: that would] significantly increase our reporting obligations and cost of compliance.

The CSRD expands the number of companies required to publicly report ESG-related [removed: information and] [added: information,] defines the ESG-related information that companies are required to [removed: report] [added: disclose] in accordance with European Sustainability Reporting Standards [removed: (“ESRS”).][added: (“ESRS”) and imposes additional assurance obligations with respect to such disclosures.]

One of the modalities offered by our AST operations is [removed: ethylene oxide (EO)] [added: EO] sterilization.

[removed: Recent announcements] [added: Announcements] of the temporary or permanent closure of EO sterilization facilities operated by others have been associated with state and/or local regulatory or other legal action related to EO emissions at those facilities.

Our AST operations have taken and will continue to take measures to comply [removed: with all applicable emissions regulations and to reduce emissions.]

and interest rates, increased inflationary pressure on raw materials and energy, and other risks, including an elevated risk of cybersecurity threats and the potential for further sanctions.

provision for income taxes.

Additionally, if we were treated as a U.S. corporation for U.S. federal tax purposes, non-U.S. holders of our

equity and inclusion.

Subsequently, the SEC voluntarily stayed the implementation of such rules pending the completion of judicial review by the Court of Appeals for the Eighth Circuit, and it is unclear whether the final rules will be implemented in whole, in part or at all.

with all applicable emissions regulations and to reduce emissions.

We maintain cybersecurity liability insurance with terms, conditions, and limits believed to be adequate.

However, cybersecurity-related liability or other claims may exceed insurance coverage limits, fines, penalties and regulatory sanctions may not be covered by insurance, or insurance may not continue to be available or available on commercially reasonable terms.

Additionally, our insurers might deny claim coverage for valid or other reasons or may become insolvent.

In the past, our Customers and resellers of our products have experienced cybersecurity attacks and incidents that have impacted their ability to do business, process payments and sell products, and there can be no assurance that future cybersecurity attacks and incidents affecting our Customers and resellers will not impact our business if and when they occur.

In addition, a large number of our employees, as well as those of our Customers and suppliers, continue to work remotely, which may increase the risk of IT systems vulnerabilities and attacks and unauthorized access of information.

Other future or ongoing conflicts could also result in increases in cybersecurity incidents.

Other legislative or governmental regulatory requirements may come into effect that may similarly increase our compliance obligations or significantly increase our exposure to financial penalties for noncompliance.

In

Our business realignment initiatives may not be as successful as anticipated.

We execute organizational realignments to support our growth and cost management strategies.

We also engage in initiatives aimed to increase productivity, efficiencies and cash flow and to reduce costs.

We commit significant resources to identify, develop and retain key employees to maintain uninterrupted leadership and direction.

If we are unable to successfully manage these and other organizational changes, the ability to complete such activities and realize anticipated synergies or cost savings as well as our results of operations and financial condition could be materially adversely affected.

We cannot offer assurances that any of these initiatives will be beneficial to the extent anticipated, or that the estimated efficiency improvements, incremental cost savings or cash flow improvements will be realized as anticipated or at all.

cybersecurity threats and the potential for further sanctions.

We have experienced temporary mandatory and voluntary facility closures in certain jurisdictions in which we operate.

Long-term facility closures or other restrictions could materially adversely affect our ability to adequately staff, supply or otherwise maintain our operations.

Such restrictions also may have a substantial impact on our Customers and our sales cycles.

Should such additional significant disruptions occur and continue for an extended period, the adverse effect on our business, results of operations and financial condition could be more severe.

Additionally, weak economic conditions, the pace for economic recovery, and rising inflation, could result in extended weak demand for our products and services.

jurisdictions (determined under the GloBE rules) is below 15%.

party, will not significantly increase the costs of conducting our EO contract sterilization operations or curtail or eliminate the use of EO in our contract sterilization operations.

Certain of those operators have experienced adverse judgments and entered into settlements.

During the COVID-19 pandemic, our employees continued to work because of the importance of our operations to the health and well-being of citizens in the countries in which we operate, and we implemented telework policies wherever possible for appropriate categories of employees.

In addition, the COVID-19 pandemic may increase the risk of such vulnerability and attacks, including unauthorized access or attacks exploiting the fact that a large number of employees are working remotely.

Net sales and profitability of our Dental segment are highly dependent on our relationships with a limited number of large distributors.

The distribution network in the U.S. dental industry is concentrated, with relatively few distributors of consumable products accounting for a significant share of the sales volume to dentists.

Historically, the top three Customers of Cantel's Dental segment accounted for more than 40.0% of its revenues.

The loss of a significant amount of business from any of these Customers would have a material adverse effect on our Dental segment.

In addition, because our Dental segment products are primarily sold through third-party distributors and not directly to end users, we cannot control the amount and timing of resources that our distributors devote to our products.

There can be no assurance that there will not be a loss or reduction in business from one or more of our major Customers.

In addition, we cannot assure that revenues from Customers that have accounted for significant revenues in the past, either individually or as a group, will reach or exceed historical levels in any future period.

be a strategic success.

service lines, assets or technologies we purchase, an unavoidable level of risk remains regarding their actual operating and financial condition, as well as their strategic fit.

As you read the MD&A, it may be helpful to refer to information in Item 1, "Business," Part I, Item 1A, "Risk Factors," and Note [removed: 10] [added: 12] to our consolidated financial statements titled, "Commitments and Contingencies" for a discussion of some of the matters that can adversely affect our business and results of operations.

In the following sections of the MD&A, we may, at times, refer to financial measures that are not required to be presented in the consolidated financial statements under [removed: U.S. GAAP.][added: accounting principles generally accepted in the United States ("U.S. GAAP").]

Our calculations of these measures may differ from calculations of similar measures used by other [removed: companies] [added: companies,] and you should be careful when comparing these financial measures to those of other companies.

Service revenues also include outsourced reprocessing services and instrument and scope repairs, as well as revenues generated from contract sterilization and laboratory services offered through our [removed: Applied Sterilization Technologies] [added: AST] segment.

- Capital Equipment Revenues – We define capital equipment revenues as revenues generated from sales of capital equipment, which [removed: includes:] [added: includes] steam and gas sterilizers, low temperature liquid chemical sterilant processing systems, pure steam/water systems, surgical lights and tables, and integrated OR.

- Consumable Revenues – We define consumable revenues as revenues generated from sales of the consumable family of products, which includes dedicated consumables [removed: including V-PRO,] [added: used in our V-PRO sterilizers and automated endoscope reprocessors,] SYSTEM 1 and 1E consumables, gastrointestinal endoscopy accessories, [added: instruments and tools,] sterility assurance products, barrier protection solutions, [removed: cleaning consumables, dental] and [removed: surgical instruments.][added: cleaning consumables.]

WE HELP OUR CUSTOMERS CREATE A HEALTHIER AND SAFER WORLD by providing innovative [removed: healthcare, life sciences] [added: healthcare] and [removed: dental] [added: life science] products and [removed: services.][added: services around the globe.]

[removed: We offer our Customers a unique mix of innovative] [added: These include:] consumable products, such as detergents, endoscopy accessories, barrier products, [added: instruments] and [removed: other products] [added: tools;] and services, [removed: including:] [added: including] equipment installation and maintenance, microbial reduction of medical devices, [removed: dental instruments and tools,] instrument and scope repair, laboratory [removed: testing services,] [added: testing,] outsourced [removed: reprocessing,] [added: reprocessing;] and capital [removed: equipment products,] [added: equipment,] such as [removed: sterilizers and] [added: sterilizers,] surgical tables, [added: and] automated endoscope reprocessors, and connectivity solutions such as operating room (“OR”) integration.

We operate and report our financial information in [removed: four] [added: three] reportable business segments: Healthcare, Applied Sterilization [removed: Technologies, Life Sciences] [added: Technologies ("AST"),] and [removed: Dental.][added: Life Sciences.]

[added: For more information, refer to Note 4 to our consolidated financial statements titled, "Discontinued Operations."] Non-allocated operating costs that support the entire Company and items not indicative of operating trends are excluded from segment operating income.

We describe our business segments in Note [removed: 11] [added: 13] to our consolidated financial statements titled, "Business Segment Information."

The bulk of our revenues are derived from [removed: the healthcare] [added: healthcare, medical device] and pharmaceutical [removed: industries.][added: Customers.]

[removed: Within healthcare,] [added: In addition,] there is increased [removed: concern regarding the level of hospital acquired infections around the world; increased] demand for medical procedures, including preventive screenings such as endoscopies and colonoscopies; and a desire by our Customers to operate more efficiently, all which are driving increased demand for many of our products and services.

During fiscal 2023, we completed several tuck-in acquisitions which expanded our product and service offerings in the [removed: Applied Sterilization Technologies] [added: AST] and Healthcare segments.

[removed: This business is reported as] [added: Previously,] the Dental [added: business was a separate reportable] segment.

In addition to the acquisition of [removed: Cantel,] [added: BD,] we completed [removed: three] [added: two] other tuck-in acquisitions during fiscal [removed: 2022,] [added: 2024,] which [removed: continued to expand] [added: expanded] our product and service offerings in the [added: AST and] Healthcare [removed: segment.][added: segments.]

Total aggregate consideration [removed: for these transactions] was approximately [removed: $3.1] [added: $6.5] million, net of cash [removed: acquired and including deferred consideration of $0.1 million.][added: acquired.]

For more information regarding our recent acquisitions and divestitures, see Note [removed: 2] [added: 3] to our consolidated financial statements titled, "Business Acquisitions and Divestitures."

Highlights. Revenues increased [removed: $372.8] [added: $602.4] million, or [removed: 8.1%,] [added: 13.3%,] to [removed: $4,957.8] [added: $5,138.7] million for the year ended March 31, [removed: 2023,] [added: 2024,] as compared to [removed: $4,585.1] [added: $4,536.3] million for the year ended March 31, [removed: 2022.][added: 2023.]

Our gross profit percentage decreased to [removed: 43.6%] [added: 43.2%] for fiscal [removed: 2023] [added: 2024] as compared to [removed: 44.0%] [added: 43.7%] for fiscal [removed: 2022.][added: 2023.]

Unfavorable impacts from inflation and [added: material costs (120 basis points), restructuring charges (40 basis points), adjustments and other charges (40 basis points),] productivity [added: (30 basis points), and fluctuations in currency (10 basis points)] were partially offset by favorable impacts from [removed: pricing, mix, divestiture activity] [added: pricing (150 basis points), mix (30 basis points),] and [removed: fluctuations in currency.][added: acquisitions (10 basis points).]

[removed: Cash flows from operations were $756.9 million and free] [added: Free] cash flow was [removed: $409.6] [added: $620.3] million in fiscal [removed: 2023] [added: 2024,] compared to [removed: cash flows from operations of $684.8 million and free cash flow of $399.0] [added: $409.6] million in fiscal [removed: 2022] [added: 2023] (see subsection [removed: of MD&A titled,] [added: above titled] "Non-GAAP Financial Measures" for additional information and related reconciliation of cash flows from operations to free cash flow).

Our debt-to-total capital ratio was [added: 33.7% at March 31, 2024 and] 33.6% at March 31, 2023.

During the year, we increased our quarterly dividend for the [removed: seventeenth] [added: eighteenth] consecutive year to [removed: $0.47 per share per quarter.][added: $0.52.]

Outlook. In fiscal [removed: 2024] [added: 2025] and beyond, we expect to manage our costs, grow our business with internal product and service development, invest in greater capacity, and augment these value creating methods with potential acquisitions of additional products and services.

We, at times, refer to financial measures which are considered to be “non-GAAP financial measures” under [removed: SEC] [added: the Securities and Exchange Commission] rules.

These non-GAAP financial measures are not intended to be, and should not be, considered separately from or as an alternative to the most directly comparable [added: U.S.] GAAP financial measures.

We believe that the presentation of these non-GAAP financial measures, when considered along with our [added: U.S.] GAAP financial measures and the reconciliation to the corresponding [added: U.S.] GAAP financial measures, provides the reader with a more complete understanding of the factors and trends affecting our business than could be obtained absent this disclosure.

The following table summarizes the calculation of our free cash flow for the years ended March 31, [removed: 2023] [added: 2024] and [removed: 2022:][added: 2023:]

| (dollars in thousands) | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | | | |

| Net cash provided by operating activities | | | | | | $ | [removed: 756,947] [added: 973,274] | | | | | $ | [removed: 684,811] [added: 756,947] | | | | | | | |

| Purchases of property, plant, equipment and intangibles, net | | | | | | [removed: (361,969)] [added: (360,326)] | | | | | | [removed: (287,563)] [added: (361,969)] | | | | | | | | |

| Proceeds from the sale of property, plant, equipment and intangibles | | | | | | [removed: 14,587] [added: 7,381] | | | | | | [removed: 1,741] [added: 14,587] | | | | | | | | |

| Free cash flow | | | | | | $ | [removed: 409,565] [added: 620,329] | | | | | $ | [removed: 398,989] [added: 409,565] | | | | | | | |

The discussion of and factors affecting our performance for the year ended March 31, [removed: 2022] [added: 2023] compared to the fiscal year ended March 31, [removed: 2021] [added: 2022] is included in Item 7.

Management's Discussion and Analysis of Financial Condition and Results of Operations in Part II of our Annual Report on Form 10-K for the year ended March 31, [removed: 2022.][added: 2023.]

FISCAL [removed: 2023] [added: 2024] AS COMPARED TO FISCAL [removed: 2022][added: 2023]

Revenues. The following table compares our revenues, in total and by type and geography, for the year ended March 31, [removed: 2023] [added: 2024] to the year ended March 31, [removed: 2022:][added: 2023:]

| (dollars in thousands) | | | | | | [removed: 2023] [added: 2024] | | | | | | [removed: 2022] [added: 2023] | | | | | | Change | | | | | | Change | | |

| Revenues by [removed: geography:] [added: geography (1):] | | | | | | | | | | | | | | | | | | | | | | | | | | |

We offer our Customers a unique mix of innovative products and services.

Previously, we had four reportable business segments; however, as a result of the agreement to divest our Dental segment, Dental is presented as discontinued operations.

Historical information has been retrospectively adjusted to exclude discontinued operations for comparability, as required.

On August 2, 2023, we purchased the surgical instrumentation, laparoscopic instrumentation and sterilization container assets from Becton, Dickinson and Company ("BD") (NYSE: BDX).

The acquired assets from BD are being integrated into our Healthcare segment.

The purchase price of the acquisition was $539.8 million.

The acquisition also qualified for a tax benefit related to tax deductible goodwill, with a present value of approximately $60.0 million.

The purchase price of the acquisition was financed with borrowings from our existing credit facility.

Divestitures and Discontinued Operations. On April 11, 2024, the Company announced its plan to sell its Dental segment for total cash consideration of $787.5 million, subject to customary adjustments, and up to an additional $12.5 million in contingent payment should the Dental business achieve certain revenue targets in fiscal 2025.

The transaction is structured as an equity sale.

A component of an entity is reported in discontinued operations after meeting the criteria for held for sale classification if the disposition represents a strategic shift that has (or will have) a major effect on the entity's operations and financial results.

We analyzed the quantitative and qualitative factors relevant to the divestiture of our Dental segment and determined that those conditions for discontinued operations presentation had been met prior to March 31, 2024.

The Dental segment results of operations have been reclassified to income (loss) from discontinued operations in the Consolidated Statements of Income and we have classified our Dental segment's assets and liabilities as held for sale for all periods presented in the accompanying Consolidated Balance Sheets.

For additional information regarding this transaction and its effect on our financial reporting, refer to Note 4 titled "Discontinued Operations" and Note 13 titled "Business Segment Information." Proceeds received from the sale will be used to pay off existing debt.

On April 1, 2024, we completed the sale of the Controlled Environment Certification Services business.

In fiscal 2025, we recorded net proceeds of $41.5 million.

The business generated approximately $35.0 million in revenue during fiscal 2024.

These increases reflect higher volume, including the added volume from the acquisition of assets from BD in the Healthcare segment, and pricing.

Unfavorable impacts from productivity, inflationary cost increases for materials and labor, and restructuring charges were partially offset by favorable impacts from pricing.

Fiscal 2024 income from operations increased 5.7% to $836.1 million over fiscal 2023 income from operations of $791.1 million.

This increase was primarily due to the benefit of higher volume and pricing during fiscal 2024 which was partially offset by restructuring charges incurred during fiscal 2024.

Cash flows from operations resulted from the increase in operating activity and lower use of cash for working capital requirements.

The increase in free cash flow was driven by cash flows from operations as capital spending in fiscal 2024 was comparable to fiscal 2023.

We anticipate continued inflation pressure in fiscal 2025, but not at the significant level experienced in fiscal 2024 and 2023.

As a result of the agreement to divest our Dental segment, Dental is presented as discontinued operations.

Historical information has been retrospectively adjusted to reflect these changes for comparability, as required.

Therefore, the discussion within this Results of Operations section excludes discontinued operations and relates solely to our continuing operations.

| Total revenues | | | | | | $ | 5,138,701 | | | | | $ | 4,536,266 | | | | | $ | 602,435 | | | | | 13.3 | | % |

| Service revenues | | | | | | 2,374,747 | | | | | | 2,172,512 | | | | | | 202,235 | | | | | | 9.3 | | % |

| Consumable revenues | | | | | | 1,502,378 | | | | | | 1,293,284 | | | | | | 209,094 | | | | | | 16.2 | | % |

| Capital equipment revenues | | | | | | 1,261,576 | | | | | | 1,070,470 | | | | | | 191,106 | | | | | | 17.9 | | % |

| Ireland revenues | | | | | | 82,695 | | | | | | 74,292 | | | | | | 8,403 | | | | | | 11.3 | | % |

| United States revenues | | | | | | 3,751,437 | | | | | | 3,254,373 | | | | | | 497,064 | | | | | | 15.3 | | % |

| Other foreign revenues | | | | | | 1,304,569 | | | | | | 1,207,601 | | | | | | 96,968 | | | | | | 8.0 | | % |

(1) Allocation of revenue by geography is based on the location of delivery or distribution of products or location where services are performed.

These increases reflect higher volume, including the added volume from the acquisition of assets from BD in the Healthcare segment, and pricing.

| Product | | | | | | $ | 1,247,872 | | | | | $ | 1,092,391 | | | | | $ | 155,481 | | | | | 14.2 | | % |

| Service | | | | | | 970,288 | | | | | | 888,335 | | | | | | 81,953 | | | | | | 9.2 | | % |

| Total gross profit | | | | | | $ | 2,218,160 | | | | | $ | 1,980,726 | | | | | $ | 237,434 | | | | | 12.0 | | % |

| Product | | | | | | 45.1 | | % | | | | 46.2 | | % | | | | | | | | | | | | |

The pharmaceutical industry has been impacted by increased regulatory scrutiny of cleaning and validation processes, mandating that manufacturers improve their processes.

On June 2, 2021, we acquired all outstanding equity interests in Cantel Medical LLC ("Cantel") through a U.S. subsidiary.

Cantel, formerly headquartered in Little Falls, New Jersey, with approximately 3,700 employees, is a global provider of infection prevention products and services primarily to endoscopy and dental Customers.

The total consideration for Cantel Common Stock and stock equivalents was $3.6 billion.

We believe that the acquisition will strengthen STERIS’s leadership in infection prevention by bringing together two complementary businesses able to offer a broader set of Customers a more diversified selection of infection prevention, endoscopy and sterilization products and services.

Cantel’s Dental business extended our business into a new Customer segment where there is an increasing focus on infection prevention protocols and processes.

The rest of Cantel was integrated into our existing Healthcare and Life Sciences segments.

Additionally, the acquisition is expected to result in cost savings from optimizing global back-office infrastructure, leveraging best-demonstrated practices across locations and eliminating redundant public company costs.

The results of Cantel are only reflected in the results of operations and cash flows from June 2, 2021 forward, which will affect results of comparability to the prior period operations and cash flows.

Divestitures. In April 2022, we entered into an Asset Purchase Agreement to sell certain assets of our Animal Health business to Veterinary Orthopedic Implants, LLC.

We recorded net proceeds of $5.2 million and recognized a pre-tax loss on the sale of $4.9 million in the Selling, general, and administrative expenses line of the Consolidated Statements of Income.

The business generated annual revenues of approximately $12.0 million.

In December 2021, we entered into an Asset Purchase Agreement to sell our Renal Care business to Evoqua Water Technologies Corp. for cash consideration of approximately $196.0 million, subject to certain potential adjustments, including a customary working capital adjustment and contingent consideration of $12.3 million.

We recognized a gain on the sale of $4.9 million.

The transaction closed on January 3, 2022.

We acquired the Renal Care business as part of the Cantel transaction, which closed on June 2, 2021, and had been integrated into STERIS's Healthcare segment.

The Renal Care business generated annual revenues of approximately $180.0 million.

The proceeds from the sale received at closing were used to repay outstanding debt.

During the third quarter of fiscal 2023, we received an additional $1.4 million in working capital settlements related to the sale of this business.

These increases reflect growth in the Healthcare, Applied Sterilization Technologies, Life Sciences, and Dental segments, partially offset by unfavorable fluctuations in currencies and divestiture activities.

Fiscal 2023 operating income decreased 37.0% to $268.2 million, as compared to fiscal 2022 operating income of $425.6 million.

This decline was primarily due to a one time goodwill impairment charge of $490.6 million offset by a decrease in acquisition and integration expenses, which were primarily related to our acquisition of Cantel, as well as an increase in amortization of purchased intangible assets.

The fiscal 2023 increase in cash flows from operations was primarily from lower costs associated with the acquisition and integration of Cantel, partially offset by higher working capital, particularly inventory and accounts receivable.

The increase in free cash flow was limited by increased capital spending.

We anticipate continued supply chain and inflation pressures in fiscal 2024.

| Total revenues | | | | | | $ | 4,957,839 | | | | | $ | 4,585,064 | | | | | $ | 372,775 | | | | | 8.1 | | % |

| Service revenues | | | | | | 2,172,512 | | | | | | 2,028,783 | | | | | | 143,729 | | | | | | 7.1 | | % |

| Consumable revenues | | | | | | 1,714,857 | | | | | | 1,607,101 | | | | | | 107,756 | | | | | | 6.7 | | % |

| Capital equipment revenues | | | | | | 1,070,470 | | | | | | 949,180 | | | | | | 121,290 | | | | | | 12.8 | | % |

| Ireland revenues | | | | | | 74,463 | | | | | | 82,011 | | | | | | (7,548) | | | | | | (9.2) | | % |

| United States revenues | | | | | | 3,586,486 | | | | | | 3,228,864 | | | | | | 357,622 | | | | | | 11.1 | | % |

| Other foreign revenues | | | | | | 1,296,890 | | | | | | 1,274,189 | | | | | | 22,701 | | | | | | 1.8 | | % |

These increases reflect added volume in the Healthcare, Applied Sterilization Technologies, and Life Sciences segments and the benefits of a full year of Cantel activity and price increases in all segments.

These positives were partially offset by unfavorable fluctuations in currencies and divestiture activities.

| Product | | | | | | $ | 1,271,357 | | | | | $ | 1,136,356 | | | | | $ | 135,001 | | | | | 11.9 | | % |

| Service | | | | | | 888,335 | | | | | | 880,006 | | | | | | 8,329 | | | | | | 0.9 | | % |

| Total gross profit | | | | | | $ | 2,159,692 | | | | | $ | 2,016,362 | | | | | $ | 143,330 | | | | | 7.1 | | % |

| Product | | | | | | 45.6 | | % | | | | 44.5 | | % | | | | | | | | | | | | |

Unfavorable impacts from inflation (330 basis points) and productivity (50 basis points) were partially offset by favorable impacts from pricing (150 basis points), mix and other adjustments (130 basis points), divestiture activity (40 basis points), and fluctuations in currency (20 basis points).

| Selling, general, and administrative | | | | | | $ | 1,298,876 | | | | | $ | 1,502,752 | | | | | $ | (203,876) | | | | | (13.6) | | % |

As of March 31, [removed: 2023,] [added: 2024,] we had [removed: $2,100.3] [added: $2,101.4] million in fixed rate senior notes outstanding.

As of March 31, [removed: 2023,] [added: 2024,] we had [removed: $301.7] [added: $484.5] million in outstanding borrowings under our Credit Agreement and [removed: $698.1] [added: $638.1] million in term loans which are exposed to changes in interest rates.

Based upon our debt structure at March 31, [removed: 2023,] [added: 2024,] a hypothetical 100 basis point increase in floating interest rates would increase annual interest expense by approximately [removed: $10.0] [added: $11.2] million.

For additional information regarding our debt structure, refer to Note [removed: 6] [added: 8] to our consolidated financial statements titled, “Debt.”

Note [removed: 18] [added: 20] to our consolidated financial statements titled, “Reclassifications out of Accumulated Other Comprehensive (Loss) Income,” contains additional information about the impact of translation on accumulated other comprehensive income (loss) and equity.

Since we operate internationally and approximately 30% of our revenues and [removed: 30%] [added: 20%] of our Cost of revenues are generated outside the United States, foreign currency exchange rate fluctuations can significantly impact our financial position, results of operations, and competitive position.

At March 31, [removed: 2023,] [added: 2024,] we held foreign currency forward contracts to buy [removed: 19.5] [added: 48.0] million British pounds [removed: sterling;] [added: sterling] and [added: 4.0 million euros; and] to sell 150.0 million Mexican pesos, and [removed: 7.0 million Singapore dollars and 6.0] [added: 18.0] million [removed: euros.][added: Australian dollars.]

We may also enter into commodity swap contracts to hedge price changes in [removed: a certain commodity] [added: commodities] that [removed: impacts] [added: impact] raw materials included in our Cost of revenues.

At March 31, [removed: 2023,] [added: 2024,] we held commodity swap contracts to buy [removed: 753.0] [added: 789.0] thousand pounds of nickel.

WE HELP OUR CUSTOMERS CREATE A HEALTHIER AND SAFER WORLD by providing innovative [removed: healthcare,] [added: healthcare and] life sciences [removed: and dental] products and [removed: services.][added: services around the globe.]

[removed: We offer our Customers a unique mix of innovative] [added: These include:] consumable products, such as detergents, endoscopy accessories, barrier products, [added: instruments] and [removed: other products] [added: tools;] and services, [removed: including:] [added: including] equipment installation and maintenance, microbial reduction of medical devices, [removed: dental instruments and tools,] instrument and scope repair, laboratory [removed: testing services,] [added: testing,] outsourced [removed: reprocessing,] [added: reprocessing;] and capital [removed: equipment products,] [added: equipment,] such as [removed: sterilizers and] [added: sterilizers,] surgical tables, [added: and] automated endoscope reprocessors, and connectivity solutions such as operating room (“OR”) integration.

We operate [removed: our business] and report our financial information in [removed: four] [added: three] reportable business segments: Healthcare, Applied Sterilization [removed: Technologies, Life Sciences] [added: Technologies ("AST"),] and [removed: Dental.][added: Life Sciences.]

[added: For more information, refer to Note 4 to our consolidated financial statements titled, "Discontinued Operations."] Non-allocated operating costs that support the entire Company and items not indicative of operating trends are excluded from segment operating income.

The bulk of our revenues are derived from [removed: the healthcare] [added: healthcare, medical device] and pharmaceutical [removed: industries.][added: Customers.]

[removed: Within healthcare,] [added: In addition,] there is increased [removed: concern regarding the level of hospital acquired infections around the world; increased] demand for medical procedures, including preventive screenings such as endoscopies and colonoscopies; and a desire by our Customers to operate more efficiently, all which are driving increased demand for many of our products and services.

In addition, our procedural solutions also include endoscopy [removed: accessories] [added: accessories, instruments,] and capital equipment infrastructure used primarily in operating rooms, ambulatory surgery centers, endoscopy suites, and other procedural areas.

Products Offered. Our products include cleaning chemistries and sterility assurance products, automated endoscope reprocessing systems and tracking products, endoscopy accessories, [added: instruments,] washers, sterilizers and other pieces of capital equipment essential to the operations of a sterile processing department [removed: ("SPD")] and equipment used directly in the procedure rooms, including surgical tables, lights, equipment management services, and connectivity solutions.

Our Healthcare segment also provides comprehensive [removed: instrument] [added: instrument, devices,] and endoscope repair and maintenance services (on-site or at one of our dedicated facilities), custom process improvement consulting and outsourced instrument sterile processing (on-site at the hospital and in off-site reprocessing centers).

For the year ended March 31, [removed: 2023,] [added: 2024,] no Customer represented more than 10% of the Healthcare [removed: Product] segment's total revenues.

On a product basis, competitors include 3M, Baxter, Boston Scientific, Belimed, [removed: Ecolab, ERBE,] Fortive, Getinge, Karl Storz, [removed: Metrex,] Olympus, Ruhof, SteelCo, Stryker, Skytron and Wassenburg.

Our technical professionals [removed: supports] [added: support] Customers in all phases of product development, materials testing, and process validation.

Customer Concentration. Our [removed: Applied Sterilization Technologies] [added: AST] segment’s services are offered to Customers throughout the world.

For the year ended March 31, [removed: 2023,] [added: 2024,] no Customer represented more than 10% of the segment’s revenues.

Competition. [removed: Applied Sterilization Technologies] [added: AST] operates in a highly regulated industry and competes with Sterigenics International, Inc., other smaller contract sterilization [removed: companies] [added: companies, other manufacturers of sterilization equipment] and [added: control systems, and] manufacturers that sterilize products in-house.

Description of Business. Our Life Sciences segment provides a comprehensive offering of products and services [removed: that] [added: designed to] support [removed: pharmaceutical manufacturing, primarily for vaccine] [added: biopharmaceutical] and [removed: other biopharma Customers] [added: medical device research and manufacturing facilities, in particular those] focused on aseptic manufacturing.

Our portfolio includes a full suite of consumable products, equipment [removed: maintenance and] [added: maintenance,] specialty services, and capital equipment.

Customer Concentration. Our Life Sciences segment sells consumables, services and capital [removed: equipment,] [added: equipment] to Customers [removed: in many countries throughout the world.][added: globally.]

For the year ended March 31, [removed: 2023,] [added: 2024,] no Customer represented more than 10% of the Life Sciences segment’s total revenues.

Competitors include Belimed, [added: Contec,] Ecolab, Fedegari, Getinge, [removed: MECO, Stilmas,] and [removed: Techniplast.][added: Stilmas.]

However, in fiscal [removed: 2022 and] 2023 [added: and 2024] we experienced delays in receiving materials and significant cost increases.

[removed: We] [added: Our supply chain challenges eased during the second half of fiscal 2024 and we] do not currently expect [removed: any] significant disruption to our operations due to sourcing [removed: problems] [added: delays] in fiscal [removed: 2024.][added: 2025.]

We [added: anticipate continued inflation pressures in fiscal 2025 but not at the significant level experienced in fiscal 2024 and 2023.We] have long-term supply contracts for certain materials for which there are few suppliers, or those that are single-sourced in certain regions of the world, such as ethylene oxide ("EO") and cobalt-60, which are necessary to our AST operations.

In addition, we [removed: have developed a plan] [added: continue] to expand our irradiation processing capacity with accelerator-based technologies, [removed: which may reduce] [added: in order to help mitigate] the potential [added: cobalt-60] supply risk.

In response to the active conflict between Russian and Ukraine, we stopped purchasing cobalt-60 from our Russian [removed: supplier.][added: supplier in fiscal 2023.]

[removed: However] [added: However,] during fiscal [removed: 2022] [added: 2023] and [removed: 2023,] [added: 2024,] we experienced a rise in supply chain and labor costs and anticipate continued inflationary pressure in fiscal [removed: 2024.][added: 2025 but not at the significant level experienced in fiscal 2024 and 2023.]

As of March 31, [removed: 2023,] [added: 2024,] we held [removed: 581] [added: 630] United States patents and [removed: 2,356] [added: 2,531] patents in other jurisdictions and had [removed: 159] [added: 147] United States patent applications and [removed: 372] [added: 334] patent applications pending in other jurisdictions.

As of March 31, [removed: 2023,] [added: 2024,] we had a total of approximately [removed: 2,482] [added: 2,550] trademark registrations worldwide.

In the United States, the Food and Drug Administration (“FDA”), the Environmental Protection Agency (“EPA”), the Occupational Safety and Health Administration ("OSHA"), the Nuclear Regulatory [removed: Commission (“NRC”),] [added: Commission,] and other governmental authorities regulate the development, manufacture, sale, and distribution of our products and services.

For more information about the risks we face regarding regulatory requirements, see Part I, Item 1A of this Annual Report titled, "Risk Factors." We [removed: are subject to extensive regulatory requirements and must receive and maintain regulatory clearance or approval for many products and operations.]

However, there can be no assurance that future or current regulatory, governmental, or private action will not have a material adverse [removed: affect] [added: effect] on us or on our performance, results, or financial condition.

However, there can be no assurance that future or current regulatory, governmental, or private action will not have a material adverse [removed: affect] [added: effect] on our performance, results, or financial condition.

Please refer to Note [removed: 10] [added: 12] to our consolidated financial statements titled, "Commitments and Contingencies" for further information.

In the future, if a loss contingency related to environmental matters, employee safety, health or conditional asset retirement obligations [added: which] is [added: estimable and probable is] significantly greater than the current [removed: estimated] [added: recorded] amount, we would record [removed: a] [added: an additional] liability for the obligation and it may result in a material impact on net income for the annual or interim period during which the liability is recorded.

The investigation and remediation of environmental obligations generally occur over an extended period of time, and therefore we do not know if these events would have a material adverse [removed: affect] [added: effect] on our financial condition, liquidity, or cash flow, nor can there be any assurance that such liabilities would not have a material adverse [removed: affect] [added: effect] on our performance, results, or financial condition.

We devote significant resources to research and development [removed: efforts] [added: efforts,] and we believe STERIS is positioned as a global competitor in the search for technological innovations.

At March 31, 2023, we had [removed: a] backlog [added: orders] of $599.6 million.

Of this amount, [removed: $423.6] [added: $353.8] million and [removed: $104.7] [added: $71.4] million related to our Healthcare and Life Sciences segments, respectively.

We also make available free of charge on our website our Corporate Governance Guidelines, our Director Code of Ethics, and our Code of Business Conduct, as well as the Charters of the Audit Committee, the Compensation and Organization Development Committee, the Nominating and Governance Committee, and the Compliance [added: and Technology] Committee of the Company’s Board of Directors.

Our [removed: Environmental, Social, and Governance ("ESG")] [added: Corporate Responsibility] function is led by the Vice President of ESG.

WE HELP OUR CUSTOMERS CREATE A HEALTHIER AND SAFER WORLD by providing innovative healthcare and life science products and services around the globe.

We offer our Customers a unique mix of innovative products and services.

Previously, we had four reportable business segments; however, as a result of the agreement to divest our Dental segment, Dental is presented as discontinued operations.

Historical information has been retrospectively adjusted to reflect these changes for comparability, as required.

We describe our business segments in the section that follows, titled "Information Related to Business Segments" and Note 13 to our consolidated financial statements titled, "Business Segment Information."

On a service line basis, competitors include Agiliti, BBraun, Crothall, Olympus and Pentax.

AST SEGMENT

Description of Business. Our AST segment supports medical device and pharmaceutical manufacturers through a global network of contract sterilization and laboratory testing facilities, and integrated sterilization equipment and control systems.

Products Offered. We support Customers with process controls and monitoring systems, and integrated sterilization equipment, including accelerators, product handling, and automation.

Products Offered. These products include pharmaceutical detergents, cleanroom disinfectants and sterilants, pharmaceutical grade and research sterilizers and washers, sterility assurance and maintenance products, vaporized hydrogen peroxide room decontamination systems and sterilizers, and high purity water and pure steam generators.

are subject to extensive regulatory requirements and must receive and maintain regulatory clearance or approval for many products and operations.

At March 31, 2024, we had a backlog of $425.2 million.

Backlog declined in fiscal 2024 as supply chain delays eased allowing us to reduce lead times and backlog.

CORPORATE RESPONSIBILITY

With respect to human resources related matters, reports are provided to the Board of Directors' Compensation and Organization Development Committee.

In fiscal 2024, we completed a comprehensive review to establish the baseline for our upstream and downstream emissions (Scope 3) and reported aggregate Scope 3 emissions in our most recent CDP response and on our website.

In Fiscal 2023, the European Commission’s Corporate Sustainability Reporting Directive ("CSRD") became effective.

The CSRD expands the number of companies required to publicly report ESG-related information and defines the ESG-related information that companies are required to report in accordance with European Sustainability Reporting Standards ("ESRS").

As STERIS prepares for upcoming CSRD disclosures, we continue to make significant efforts in gathering baseline information, strengthening our internal controls, and evaluating our current ESG data.

In fiscal 2024, we initiated a TCFD aligned climate scenario analysis.

Employees by Segment. During the course of fiscal 2024, we averaged just over 18,000 employees throughout the world including approximately 1,400 employees within the Dental segment, which is currently held for sale.

| AST | | | 3,340 | | | | | | 3,163 | | |

We currently have three facilities and 14 reprocessing locations that are 14001 accredited locations.

Our HSE teams and management are committed to supporting HSE programs with ongoing involvement in aligning HSE management systems to ISO 14001 and ISO 45001 standards, internal compliance reviews, and developing HSE training content and platforms.

We have pushed our fiscal 2024 survey to the fall of fiscal 2025 as we are currently redesigning the survey for more frequent distribution.

Total employee compensation is presented in the table below, including costs associated with employees in the Dental segment, which is currently held for sale:

| Kenneth E. Kohler | | | | | | 61 | | | | | | Senior Vice President and General Manager, AST | | |

Previously, Ms. Burton also served as Controller from January 2017 until December 2023.

Kenneth E.

Kohler serves as Senior Vice President and General Manager, AST.

He assumed this role in February 2024.

Previously, Mr. Kohler served from November 2015 to February 2024 as Vice President and General Manager of AST Americas.

We disclose a measure of segment income that is consistent with the way management operates and views the business.

The accounting policies for reportable segments are the same as those for the consolidated Company.

The pharmaceutical industry has been impacted by increased regulatory scrutiny over cleaning and validation processes, mandating that manufacturers improve their processes.

On a service line basis, competitors include Agiliti, BBraun, Berendsen plc, CleanLease (Clean Lease Fortex), Parts Source, Olympus, Owens & Minor, Pentax, Rentex Awé and Rentex Floren and Sterilog Limited.

APPLIED STERILIZATION TECHNOLOGIES SEGMENT

Description of Business. Our Applied Sterilization Technologies ("AST") segment is a third-party service provider for contract sterilization, as well as testing services needed to validate sterility for medical device and pharmaceutical manufacturers.

Products Offered. These products include formulated cleaning chemistries, barrier products, sterility assurance products, steam and vaporized hydrogen peroxide sterilizers and washer disinfectors.

DENTAL SEGMENT

Description of Business. Our Dental segment provides a comprehensive offering for dental practitioners and dental schools, offering instrumentation, infection prevention consumables, and instrument management systems.

Products Offered. Our products include hand and electric-powered dental instruments, infection control products, conscious sedation, personal protective equipment and water quality products for the dental suite.

Customer Concentration. Our dental products are sold globally to wholesale Customers and directly to end users in many countries.

Our wholesale Customers primarily include major healthcare distributors, with some group purchasing organizations and buying co-operatives that sell our products to dental practices, medical facilities, government & educational institutions, and veterinary clinics.

The majority of our dental products are sold under our brand names, but we also supply private label products for several of our Customers.

Three Customers collectively and consistently account for more than 40.0% of our Dental segment revenue.

The percentage associated with these three Customers collectively in any one period may vary due to the buying patterns of these three Customers as well as other Dental Customers.

These three Customers collectively accounted for approximately 47.4% of our Dental segment revenues for the year ended March 31, 2023.

Competition. We compete with a number of large companies that have significant product portfolios and global reach, as well as a number of small companies with very limited product offerings.

On a product basis, competitors include 3M, Braun/Aesculap, Danaher/Sybron, Dentsply/Sultan Healthcare, J&J/Ethicon, Halyard Health, LM Dental, Medicom, Porter Instrument, Sterisil, Young Dental, and less expensive products from Asia and other lower cost manufacturing locations.

At March 31, 2022, excluding Cantel, we had backlog orders of $528.3 million.

ENVIRONMENTAL, SOCIAL, AND GOVERNANCE

In fiscal 2023, we completed an energy assessment of our global operations to identify opportunities for reducing our global GHG emissions and evaluate potential target setting opportunities.

More recently, we initiated a comprehensive review to establish the baseline for our Scope 3 carbon emissions.

| Applied Sterilization Technologies | | | 3,163 | | | | | | 2,961 | | |

stronger organization that allows us to fulfill our ultimate goal of serving our Customers.

To date, one facility and 14 reprocessing locations have undergone the formal process to receive ISO 14001.

Total employee compensation is presented in the table below:

needed.

Information regarding our legal proceedings is included in Item 7 of Part II, Management's Discussion and [removed: Analysis ("MD&A"),] [added: Analysis,] and Note [removed: 10] [added: 12] to our consolidated financial statements titled, "Commitments and Contingencies," and is incorporated herein by reference thereto.

For the fiscal year ended March 31, [removed: 2023][added: 2024]

The aggregate market value of Ordinary Shares held by non-affiliates of the registrant as of September 30, [removed: 2022] [added: 2023] was [removed: $16,561.0] [added: $21,614.0] million.

The number of Ordinary Shares outstanding as of May [removed: 23, 2023: 98,650,238][added: 24, 2024: 98,900,010]

Portions of the Proxy Statement for the [removed: 2023] [added: 2024] Annual Meeting – Part III

| Item 1 | | | | | | [removed: [Business](#i31f994f843d14bc9bc85ab671dac6ff9_13)] [added: [Business](#i40ea518b02ad4ea28788fb6365406848_13)] | | | [removed: [3](#i31f994f843d14bc9bc85ab671dac6ff9_13)] [added: [3](#i40ea518b02ad4ea28788fb6365406848_13)] | | |

| | | | | | | [Information Related to Business [removed: Segments](#i31f994f843d14bc9bc85ab671dac6ff9_19)] [added: Segments](#i40ea518b02ad4ea28788fb6365406848_19)] | | | [removed: [3](#i31f994f843d14bc9bc85ab671dac6ff9_19)] [added: [3](#i40ea518b02ad4ea28788fb6365406848_19)] | | |

| | | | | | | [Information with Respect to Our Business in [removed: General](#i31f994f843d14bc9bc85ab671dac6ff9_22)] [added: General](#i40ea518b02ad4ea28788fb6365406848_22)] | | | [removed: [5](#i31f994f843d14bc9bc85ab671dac6ff9_22)] [added: [5](#i40ea518b02ad4ea28788fb6365406848_22)] | | |

| Item 1A | | | | | | [Risk [removed: Factors](#i31f994f843d14bc9bc85ab671dac6ff9_25)] [added: Factors](#i40ea518b02ad4ea28788fb6365406848_25)] | | | [removed: [13](#i31f994f843d14bc9bc85ab671dac6ff9_25)] [added: [14](#i40ea518b02ad4ea28788fb6365406848_25)] | | |

| Item 1B | | | | | | [Unresolved Staff [removed: Comments](#i31f994f843d14bc9bc85ab671dac6ff9_28)] [added: Comments](#i40ea518b02ad4ea28788fb6365406848_28)] | | | [removed: [24](#i31f994f843d14bc9bc85ab671dac6ff9_28)] [added: [25](#i40ea518b02ad4ea28788fb6365406848_28)] | | |

| Item 2 | | | | | | [removed: [Properties](#i31f994f843d14bc9bc85ab671dac6ff9_31)] [added: [Properties](#i40ea518b02ad4ea28788fb6365406848_31)] | | | [removed: [24](#i31f994f843d14bc9bc85ab671dac6ff9_31)] [added: [26](#i40ea518b02ad4ea28788fb6365406848_31)] | | |

| Item 3 | | | | | | [Legal [removed: Proceedings](#i31f994f843d14bc9bc85ab671dac6ff9_34)] [added: Proceedings](#i40ea518b02ad4ea28788fb6365406848_34)] | | | [removed: [25](#i31f994f843d14bc9bc85ab671dac6ff9_34)] [added: [27](#i40ea518b02ad4ea28788fb6365406848_34)] | | |

| Item 4 | | | | | | [Mine Safety [removed: Disclosures](#i31f994f843d14bc9bc85ab671dac6ff9_37)] [added: Disclosures](#i40ea518b02ad4ea28788fb6365406848_37)] | | | [removed: [25](#i31f994f843d14bc9bc85ab671dac6ff9_37)] [added: [27](#i40ea518b02ad4ea28788fb6365406848_37)] | | |

| Item 5 | | | | | | [Market for [removed: Registrant](#i31f994f843d14bc9bc85ab671dac6ff9_43)['s] [added: Registrant's] Ordinary Equity, Related Shareholder Matters and Issuer Purchases of Equity [removed: Securities](#i31f994f843d14bc9bc85ab671dac6ff9_43)] [added: Securities](#i40ea518b02ad4ea28788fb6365406848_43)] | | | [removed: [26](#i31f994f843d14bc9bc85ab671dac6ff9_43)] [added: [28](#i40ea518b02ad4ea28788fb6365406848_43)] | | |

| Item 6 | | | | | | [removed: [Reserved](#i31f994f843d14bc9bc85ab671dac6ff9_46)] [added: [Reserved](#i40ea518b02ad4ea28788fb6365406848_46)] | | | [removed: [27](#i31f994f843d14bc9bc85ab671dac6ff9_46)] [added: [29](#i40ea518b02ad4ea28788fb6365406848_46)] | | |

| Item 7 | | | | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operation](#i31f994f843d14bc9bc85ab671dac6ff9_49)] [added: Operation](#i40ea518b02ad4ea28788fb6365406848_49)] | | | [removed: [28](#i31f994f843d14bc9bc85ab671dac6ff9_49)] [added: [30](#i40ea518b02ad4ea28788fb6365406848_49)] | | |

| | | | | | | [removed: [Revenues-Defined](#i31f994f843d14bc9bc85ab671dac6ff9_58)] [added: [Revenues-Defined](#i40ea518b02ad4ea28788fb6365406848_58)] | | | [removed: [29](#i31f994f843d14bc9bc85ab671dac6ff9_58)] [added: [31](#i40ea518b02ad4ea28788fb6365406848_58)] | | |

| | | | | | | [General Overview and Executive [removed: Summary](#i31f994f843d14bc9bc85ab671dac6ff9_61)] [added: Summary](#i40ea518b02ad4ea28788fb6365406848_61)] | | | [removed: [29](#i31f994f843d14bc9bc85ab671dac6ff9_61)] [added: [31](#i40ea518b02ad4ea28788fb6365406848_61)] | | |

| | | | | | | [Non-GAAP Financial [removed: Measures](#i31f994f843d14bc9bc85ab671dac6ff9_64)] [added: Measures](#i40ea518b02ad4ea28788fb6365406848_64)] | | | [removed: [31](#i31f994f843d14bc9bc85ab671dac6ff9_64)] [added: [33](#i40ea518b02ad4ea28788fb6365406848_64)] | | |

| | | | | | | [Results [removed: of](#i31f994f843d14bc9bc85ab671dac6ff9_67) [Operations](#i31f994f843d14bc9bc85ab671dac6ff9_67)] [added: of Operations](#i40ea518b02ad4ea28788fb6365406848_67)] | | | [removed: [31](#i31f994f843d14bc9bc85ab671dac6ff9_67)] [added: [33](#i40ea518b02ad4ea28788fb6365406848_67)] | | |

| | | | | | | [Liquidity and Capital [removed: Resources](#i31f994f843d14bc9bc85ab671dac6ff9_70)] [added: Resources](#i40ea518b02ad4ea28788fb6365406848_70)] | | | [removed: [36](#i31f994f843d14bc9bc85ab671dac6ff9_70)] [added: [38](#i40ea518b02ad4ea28788fb6365406848_70)] | | |

| | | | | | | [Capital [removed: Expenditures](#i31f994f843d14bc9bc85ab671dac6ff9_73)] [added: Expenditures](#i40ea518b02ad4ea28788fb6365406848_73)] | | | [removed: [41](#i31f994f843d14bc9bc85ab671dac6ff9_73)] [added: [42](#i40ea518b02ad4ea28788fb6365406848_73)] | | |

| | | | | | | [Material Future Cash Obligations and Commercial [removed: Commitments](#i31f994f843d14bc9bc85ab671dac6ff9_76)] [added: Commitments](#i40ea518b02ad4ea28788fb6365406848_76)] | | | [removed: [41](#i31f994f843d14bc9bc85ab671dac6ff9_76)] [added: [43](#i40ea518b02ad4ea28788fb6365406848_76)] | | |

| | | | | | | [Supplemental Guarantor Financial [removed: Information](#i31f994f843d14bc9bc85ab671dac6ff9_79)] [added: Information](#i40ea518b02ad4ea28788fb6365406848_79)] | | | [removed: [42](#i31f994f843d14bc9bc85ab671dac6ff9_79)] [added: [43](#i40ea518b02ad4ea28788fb6365406848_79)] | | |

| | | | | | | [Critical Accounting Estimates and [removed: Assumptions](#i31f994f843d14bc9bc85ab671dac6ff9_82)] [added: Assumptions](#i40ea518b02ad4ea28788fb6365406848_82)] | | | [removed: [44](#i31f994f843d14bc9bc85ab671dac6ff9_82)] [added: [45](#i40ea518b02ad4ea28788fb6365406848_82)] | | |

| | | | | | | [Forward-Looking [removed: Statements](#i31f994f843d14bc9bc85ab671dac6ff9_85)] [added: Statements](#i40ea518b02ad4ea28788fb6365406848_85)] | | | [removed: [49](#i31f994f843d14bc9bc85ab671dac6ff9_85)] [added: [50](#i40ea518b02ad4ea28788fb6365406848_85)] | | |

| Item 7A | | | | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i31f994f843d14bc9bc85ab671dac6ff9_88)] [added: Risk](#i40ea518b02ad4ea28788fb6365406848_88)] | | | [removed: [51](#i31f994f843d14bc9bc85ab671dac6ff9_88)] [added: [52](#i40ea518b02ad4ea28788fb6365406848_88)] | | |

| | | | | | | [Foreign Currency [removed: Risk](#i31f994f843d14bc9bc85ab671dac6ff9_94)] [added: Risk](#i40ea518b02ad4ea28788fb6365406848_94)] | | | [removed: [51](#i31f994f843d14bc9bc85ab671dac6ff9_94)] [added: [52](#i40ea518b02ad4ea28788fb6365406848_94)] | | |

| | | | | | | [Commodity [removed: Risk](#i31f994f843d14bc9bc85ab671dac6ff9_97)] [added: Risk](#i40ea518b02ad4ea28788fb6365406848_97)] | | | [removed: [51](#i31f994f843d14bc9bc85ab671dac6ff9_97)] [added: [52](#i40ea518b02ad4ea28788fb6365406848_97)] | | |

| Item 8 | | | | | | [Financial Statements and Supplementary [removed: Data](#i31f994f843d14bc9bc85ab671dac6ff9_100)] [added: Data](#i40ea518b02ad4ea28788fb6365406848_100)] | | | [removed: [52](#i31f994f843d14bc9bc85ab671dac6ff9_100)] [added: [53](#i40ea518b02ad4ea28788fb6365406848_100)] | | |

| Item 9 | | | | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i31f994f843d14bc9bc85ab671dac6ff9_202)] [added: Disclosure](#i40ea518b02ad4ea28788fb6365406848_199)] | | | [removed: [103](#i31f994f843d14bc9bc85ab671dac6ff9_202)] [added: [107](#i40ea518b02ad4ea28788fb6365406848_199)] | | |

| Item 9C | | | | | | [Disclosure Regarding Foreign Jurisdictions That Prevent [removed: Inspections](#i31f994f843d14bc9bc85ab671dac6ff9_211)] [added: Inspections](#i40ea518b02ad4ea28788fb6365406848_208)] | | | [removed: [105](#i31f994f843d14bc9bc85ab671dac6ff9_211)] [added: [109](#i40ea518b02ad4ea28788fb6365406848_208)] | | |

| Item 10 | | | | | | [Directors, Executive [removed: O](#i31f994f843d14bc9bc85ab671dac6ff9_217)[fficers] [added: Officers] and [removed: Corporate](#i31f994f843d14bc9bc85ab671dac6ff9_217) [Governance](#i31f994f843d14bc9bc85ab671dac6ff9_217)] [added: Corporate Governance](#i40ea518b02ad4ea28788fb6365406848_214)] | | | [removed: [106](#i31f994f843d14bc9bc85ab671dac6ff9_217)] [added: [110](#i40ea518b02ad4ea28788fb6365406848_214)] | | |

| Item 12 | | | | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i31f994f843d14bc9bc85ab671dac6ff9_223)] [added: Matters](#i40ea518b02ad4ea28788fb6365406848_220)] | | | [removed: [106](#i31f994f843d14bc9bc85ab671dac6ff9_223)] [added: [110](#i40ea518b02ad4ea28788fb6365406848_220)] | | |

| Item 14 | | | | | | [Principal Accountant Fees and [removed: Services](#i31f994f843d14bc9bc85ab671dac6ff9_229)] [added: Services](#i40ea518b02ad4ea28788fb6365406848_226)] | | | [removed: [106](#i31f994f843d14bc9bc85ab671dac6ff9_229)] [added: [110](#i40ea518b02ad4ea28788fb6365406848_226)] | | |

| Item 15 | | | | | | [Exhibits and Financial Statement [removed: Schedule](#i31f994f843d14bc9bc85ab671dac6ff9_235)] [added: Schedule](#i40ea518b02ad4ea28788fb6365406848_232)] | | | [removed: [107](#i31f994f843d14bc9bc85ab671dac6ff9_235)] [added: [111](#i40ea518b02ad4ea28788fb6365406848_232)] | | |

For example, fiscal year [removed: 2023] [added: 2024] ended on March 31, [removed: 2023.][added: 2024.]

| | | | | | | [Introduction](#i40ea518b02ad4ea28788fb6365406848_16) | | | [3](#i40ea518b02ad4ea28788fb6365406848_16) | | |

| Item 1C | | | | | | [Cybersecurity](#i40ea518b02ad4ea28788fb6365406848_2036) | | | [25](#i40ea518b02ad4ea28788fb6365406848_2036) | | |

| | | | | | | [Introduction](#i40ea518b02ad4ea28788fb6365406848_52) | | | [30](#i40ea518b02ad4ea28788fb6365406848_52) | | |

| | | | | | | [Financial Measures](#i40ea518b02ad4ea28788fb6365406848_55) | | | [30](#i40ea518b02ad4ea28788fb6365406848_55) | | |

| | | | | | | [Interest Rate Risk](#i40ea518b02ad4ea28788fb6365406848_91) | | | [52](#i40ea518b02ad4ea28788fb6365406848_91) | | |

| Item 9A | | | | | | [Controls and Procedures](#i40ea518b02ad4ea28788fb6365406848_202) | | | [107](#i40ea518b02ad4ea28788fb6365406848_202) | | |

| Item 9B | | | | | | [Other Information](#i40ea518b02ad4ea28788fb6365406848_205) | | | [109](#i40ea518b02ad4ea28788fb6365406848_205) | | |

| Item 11 | | | | | | [Executive Compensation](#i40ea518b02ad4ea28788fb6365406848_217) | | | [110](#i40ea518b02ad4ea28788fb6365406848_217) | | |

| Item 13 | | | | | | [Certain Relationships and Related Transactions, and Director Independence](#i40ea518b02ad4ea28788fb6365406848_223) | | | [110](#i40ea518b02ad4ea28788fb6365406848_223) | | |

| Item 16 | | | | | | [Form 10-K Summary](#i40ea518b02ad4ea28788fb6365406848_235) | | | [115](#i40ea518b02ad4ea28788fb6365406848_235) | | |

| | | | | | | [Signatures](#i40ea518b02ad4ea28788fb6365406848_238) | | | [116](#i40ea518b02ad4ea28788fb6365406848_238) | | |

| | | | | | | [I](#i31f994f843d14bc9bc85ab671dac6ff9_16)[ntroduction](#i31f994f843d14bc9bc85ab671dac6ff9_16) | | | [3](#i31f994f843d14bc9bc85ab671dac6ff9_16) | | |

| | | | | | | [I](#i31f994f843d14bc9bc85ab671dac6ff9_52)[ntroduction](#i31f994f843d14bc9bc85ab671dac6ff9_52) | | | [28](#i31f994f843d14bc9bc85ab671dac6ff9_52) | | |

| | | | | | | [Financi](#i31f994f843d14bc9bc85ab671dac6ff9_55)[al Measures](#i31f994f843d14bc9bc85ab671dac6ff9_55) | | | [28](#i31f994f843d14bc9bc85ab671dac6ff9_55) | | |

| | | | | | | [I](#i31f994f843d14bc9bc85ab671dac6ff9_91)[nterest Rate Risk](#i31f994f843d14bc9bc85ab671dac6ff9_91) | | | [51](#i31f994f843d14bc9bc85ab671dac6ff9_91) | | |

| Item 9A | | | | | | [Controls and P](#i31f994f843d14bc9bc85ab671dac6ff9_205)[rocedures](#i31f994f843d14bc9bc85ab671dac6ff9_205) | | | [103](#i31f994f843d14bc9bc85ab671dac6ff9_205) | | |

| Item 9B | | | | | | [Other Information](#i31f994f843d14bc9bc85ab671dac6ff9_208) | | | [105](#i31f994f843d14bc9bc85ab671dac6ff9_208) | | |

| Item 11 | | | | | | [Execu](#i31f994f843d14bc9bc85ab671dac6ff9_220)[tive Compensation](#i31f994f843d14bc9bc85ab671dac6ff9_220) | | | [106](#i31f994f843d14bc9bc85ab671dac6ff9_220) | | |

| Item 13 | | | | | | [Certain Relation](#i31f994f843d14bc9bc85ab671dac6ff9_226)[ships and Related Transactions, and Director I](#i31f994f843d14bc9bc85ab671dac6ff9_226)[nde](#i31f994f843d14bc9bc85ab671dac6ff9_226)[pendence](#i31f994f843d14bc9bc85ab671dac6ff9_226) | | | [106](#i31f994f843d14bc9bc85ab671dac6ff9_226) | | |

| Item 16 | | | | | | [Form 10-K Summary](#i31f994f843d14bc9bc85ab671dac6ff9_238) | | | [110](#i31f994f843d14bc9bc85ab671dac6ff9_238) | | |

| | | | | | | [Si](#i31f994f843d14bc9bc85ab671dac6ff9_241)[gnatures](#i31f994f843d14bc9bc85ab671dac6ff9_241) | | | [111](#i31f994f843d14bc9bc85ab671dac6ff9_241) | | |

Cybersecurity Risk Management and Strategy

At STERIS, the enterprise risk management (“ERM”) program is designed to identify, assess, and manage risks across STERIS’s enterprise.

Cybersecurity risk management is integrated into STERIS’s ERM program, under which we regularly assess cybersecurity risks in accordance with what we believe are industry cybersecurity best practices.

Further, we implement controls to protect the confidentiality, integrity and availability of STERIS’s information systems and information.

We maintain cybersecurity and incident response procedures to address our security standards and requirements and provide a framework for assessing and responding to cybersecurity threats and incidents.

Additionally, as part of our ERM program, STERIS oversees and identifies risks associated with third-party service providers with whom we do business, which process includes due diligence, risk management assessments and contractual safeguards.

We also maintain cyber liability insurance to help mitigate potential liabilities resulting from cybersecurity issues.

STERIS has an Executive Cybersecurity Steering Committee consisting of the Senior Vice President & Chief Financial Officer, the Vice President, Chief Accounting Officer, the Vice President, Investor Relations & Corporate Communications, the Vice President & Chief Information Officer (“CIO”), the Vice President, Chief Compliance Officer, the Senior Vice President, General Counsel & Company Secretary, and the Chief Information Security Officer (“CISO”) that is responsible for providing governance, risk and compliance oversight for STERIS’s incident response program, providing guidance and support for cybersecurity non-technical initiatives, and for verifying that appropriate actions are taken following an incident occurrence.

We have adopted and maintain an incident response policy that covers our incident response program and the duties and responsibilities of our Incident Response Team (“IRT”) responsible for managing and responding to cybersecurity incidents, including data breaches.

Our IRT is led by the CISO and is comprised of senior management and others, including external resources, as required.

Our incident response policy includes steps for detecting and investigating cybersecurity incidents, assessing the nature, scope, and severity of cybersecurity threats, identifying the impact of cybersecurity incidents, communicating cybersecurity incident disclosures, and implementing cybersecurity countermeasures and mitigation strategies.

A subcommittee of our IRT reviews and assesses associated public reporting implications of cybersecurity incidents.

Our process also includes informing the Board of Directors and the Audit Committee following a material cybersecurity incident.

We engage third-party security experts to support our risk assessment activities and to provide system security enhancements.

Our program includes regular vulnerability and penetration testing (internal and external) of our enterprise systems by independent external security experts.

Education and awareness training on information security and data protection is conducted regularly for Associates.

Members of the IRT, the Executive Cybersecurity Steering Committee and the Board of Directors receive additional training on responding to cybersecurity incidents.

Our Board of Directors has oversight responsibility for the ERM program, and delegates the risk management assessment and risk management approach, including risks related to cybersecurity, to its Audit Committee.

Among other responsibilities, the Audit Committee is responsible for monitoring internal controls, including those related to cybersecurity risk.

Management is responsible for identifying, considering, and assessing material cybersecurity risks on an ongoing basis, establishing processes to monitor such potential cybersecurity risk exposures, putting in place appropriate mitigation measures and maintaining the cybersecurity program.

Our cybersecurity program for our information systems is directed by our CIO and, with the cybersecurity team, our CIO monitors the prevention, detection, mitigation, and remediation of cybersecurity incidents.

Our CISO is CISSP-ISSMP and CISM certified and is part of a team of experienced information system security professionals with diverse certifications, including CISSP, CISM, CNSS, CEH, CySA+, CompTIA - Security+, CySA+, PenTest+, and CASP+ and others.

Management, including the CIO and CISO, update the Audit Committee on a regular basis on our cybersecurity program, material cybersecurity risks, mitigation strategies, cybersecurity metrics, developments in cybersecurity and proposed updates to our cybersecurity program.

In fiscal year 2024, STERIS did not experience any cyberattack or other attempted intrusion or other incident with respect to our information systems that materially affected or was likely to materially affect our business strategy, results of operations, financial condition or cash flows.

However, despite our efforts, we cannot eliminate all risks from cybersecurity threats, or provide assurances that we have not experienced or will not experience in the future undetected cybersecurity incidents.

For more information about these risks, please see “Item 1A Risk Factors” in this annual report on Form 10-K.

The following discussion sets forth materially important properties of the Company and its subsidiaries as of March 31, [removed: 2023.][added: 2024.]

The Company owns and leases several material manufacturing locations that support [removed: one or more of our] [added: the Healthcare, Life Sciences, and AST] segments, which are disclosed in the following table:

The AST global network utilized in delivery of contract sterilization services is comprised of more than 60 owned or leased facilities.

The Company owns 54 and leases 17 contract sterilization locations, utilized in the Applied Sterilization Technologies Segment.

| Des Plaines, IL | | | | | | U.S. | | | | | | Owned | | |

| Rush, NY | | | | | | U.S. | | | | | | Owned | | |

| Chicago, IL | | | | | | U.S. | | | | | | Leased | | |

| Lawrenceville, GA | | | | | | U.S. | | | | | | Leased | | |

| West Chicago, IL | | | | | | U.S. | | | | | | Leased | | |

| Santa Fe Springs, CA | | | | | | U.S. | | | | | | Leased | | |

| Phoenix, AZ | | | | | | U.S. | | | | | | Leased | | |

| Stratford, CT | | | | | | U.S. | | | | | | Leased | | |

Holders. As of March 31, [removed: 2023,] [added: 2024,] there were approximately [removed: 403] [added: 390] holders of record of our ordinary shares.

On May [removed: 7, 2019,] [added: 3, 2023] our Board of Directors [added: terminated the previous share repurchase program then in effect and] authorized a [added: new] share repurchase program [added: for the purchase] of [removed: approximately $79.0] [added: up to $500.0] million (net of taxes, fees and [removed: commissions).][added: commissions), which has no specified expiration date.]

As of March 31, [removed: 2023,] [added: 2024,] there was [removed: approximately $13.9] [added: $500.0] million (net of taxes, fees and commissions) of remaining availability under the Board authorized share repurchase program.

During fiscal [removed: 2023,] [added: 2024,] we obtained [removed: 79,169] [added: 76,645] of our ordinary shares in the aggregate amount of [removed: $13.5] [added: $11.8] million in connection with share-based compensation award programs.

The following table presents information with respect to purchases STERIS made of its ordinary shares [added: under the share repurchase program] during the fourth quarter of fiscal year [removed: 2023:][added: 2024:]

[removed: (1) Does] [added: This does] not include [removed: 8] [added: 27] shares purchased during the [removed: quarter] [added: year] at an average price of [removed: $194.76] [added: $212.65] per share by the STERIS Corporation 401(k) Plan on behalf of an executive officer of the Company who may be deemed to be an affiliated purchaser.

During fiscal 2024, we had no share repurchase activity pursuant to the previous share repurchase program or the May 3, 2023 authorization.

| January 1-31 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 500,000 | |

| February 1-28 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | 500,000 | | |

| March 1-31 | | | | | | — | | | | | | $ | — | | | | | — | | | | | | 500,000 | | |

| Total | | | | | | — | | | | | | $ | — | | | | | — | | | | | | $ | 500,000 | |

On July 30, 2019, our Board of Directors approved an increase in the May 7, 2019 authorization of an additional amount of $300.0 million (net of taxes, fees and commissions).

This share repurchases program was suspended on April 9, 2020 and the suspension was lifted effective February 10, 2022, enabling the Company to resume stock repurchases pursuant to prior authorizations.

The foregoing authorization was terminated May 3, 2023 and replaced with a new $500.0 million (net of taxes, fees and commissions) share repurchase program, which has no specified expiration date.

We have not made any repurchases under the new share repurchase program to date.

During fiscal 2023, we repurchased 1,563,983 of our ordinary shares for the aggregate amount of $295.0 million (net of taxes, fees and commissions) pursuant to the authorizations.

| January 1-31 | | | | | | 122,400 | | | | | | $ | 191.10 | | | | | 122,400 | | | | | | $ | 137,236 | |

| February 1-28 | | | | | | 230,200 | | | | | | $ | 190.03 | | | | | 230,200 | | | | | | 93,491 | | |

| March 1-31 | | | | | | 436,063 | | | | | | $ | 182.45 | | | | | 436,063 | | | | | | 13,932 | | |

| Total | | | | | | 788,663 | | | (1) | | | $ | 186.00 | | (1) | | | 788,663 | | | | | | $ | 13,932 | |

| | | | [Report of Independent Registered Public Accounting Firm (PCAOB [removed: ID:](#i31f994f843d14bc9bc85ab671dac6ff9_103)42[)](#i31f994f843d14bc9bc85ab671dac6ff9_103)] [added: ID:](#i40ea518b02ad4ea28788fb6365406848_103)42[)](#i40ea518b02ad4ea28788fb6365406848_103)] | | | | | | [removed: [53](#i31f994f843d14bc9bc85ab671dac6ff9_103)] [added: [54](#i40ea518b02ad4ea28788fb6365406848_103)] | | |

| | | | [Consolidated Balance [removed: Sheets](#i31f994f843d14bc9bc85ab671dac6ff9_106)] [added: Sheets](#i40ea518b02ad4ea28788fb6365406848_106)] | | | | | | [removed: [56](#i31f994f843d14bc9bc85ab671dac6ff9_106)] [added: [57](#i40ea518b02ad4ea28788fb6365406848_106)] | | |

| | | | [Consolidated Statements of [removed: Income](#i31f994f843d14bc9bc85ab671dac6ff9_112)] [added: Income](#i40ea518b02ad4ea28788fb6365406848_112)] | | | | | | [removed: [57](#i31f994f843d14bc9bc85ab671dac6ff9_112)] [added: [58](#i40ea518b02ad4ea28788fb6365406848_112)] | | |

| | | | [Consolidated Statements of [removed: Comprehensive](#i31f994f843d14bc9bc85ab671dac6ff9_115) [(Loss) Income](#i31f994f843d14bc9bc85ab671dac6ff9_115)] [added: Comprehensive](#i40ea518b02ad4ea28788fb6365406848_115) [Income](#i40ea518b02ad4ea28788fb6365406848_115) [(Loss)](#i40ea518b02ad4ea28788fb6365406848_115)] | | | | | | [removed: [58](#i31f994f843d14bc9bc85ab671dac6ff9_115)] [added: [59](#i40ea518b02ad4ea28788fb6365406848_115)] | | |

| | | | [Consolidated Statements of Cash [removed: Flows](#i31f994f843d14bc9bc85ab671dac6ff9_121)] [added: Flows](#i40ea518b02ad4ea28788fb6365406848_121)] | | | | | | [removed: [59](#i31f994f843d14bc9bc85ab671dac6ff9_121)] [added: [60](#i40ea518b02ad4ea28788fb6365406848_121)] | | |

| | | | [Consolidated Statements of Shareholder's [removed: Equity](#i31f994f843d14bc9bc85ab671dac6ff9_124)] [added: Equity](#i40ea518b02ad4ea28788fb6365406848_124)] | | | | | | [removed: [60](#i31f994f843d14bc9bc85ab671dac6ff9_124)] [added: [61](#i40ea518b02ad4ea28788fb6365406848_124)] | | |

| | | | [Notes to Consolidated Financial [removed: Statements](#i31f994f843d14bc9bc85ab671dac6ff9_130)] [added: Statements](#i40ea518b02ad4ea28788fb6365406848_130)] | | | | | | [removed: [61](#i31f994f843d14bc9bc85ab671dac6ff9_130)] [added: [62](#i40ea518b02ad4ea28788fb6365406848_130)] | | |

| | | | [Schedule II - Valuation of Qualifying [removed: Accounts](#i31f994f843d14bc9bc85ab671dac6ff9_199)] [added: Accounts](#i40ea518b02ad4ea28788fb6365406848_196)] | | | | | | [removed: [102](#i31f994f843d14bc9bc85ab671dac6ff9_199)] [added: [106](#i40ea518b02ad4ea28788fb6365406848_196)] | | |

We have audited the accompanying consolidated balance sheets of STERIS plc and subsidiaries (the Company) as of March 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of income, comprehensive [removed: (loss) income, shareholders' equity and] [added: income (loss),] cash flows [added: and shareholders' equity] for each of the three years in the period ended March 31, [removed: 2023,] [added: 2024,] and the related notes and [removed: the] financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at March 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] and the results of its operations and its cash flows for each of the three years in the period ended March 31, [removed: 2023,] [added: 2024,] in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of March 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated May [removed: 26, 2023] [added: 29, 2024] expressed an unqualified opinion thereon.

| | | | As discussed in Note [removed: 8] [added: 10] to the consolidated financial statements, the Company received two notices of proposed tax adjustments from the U.S. Internal Revenue Service (the “IRS”) regarding deemed dividend inclusions and associated withholding tax for fiscal year 2018. The IRS adjustments would result in a cumulative tax liability of approximately $50 million. The Company believes it is more-likely-than-not that they will be able to sustain the tax benefit recognized in the U.S. and has not recorded a liability for an uncertain tax position related to this matter. | | |

| | | | Our audit procedures included, among others, involving income tax subject matter resources to assess the technical merits of the Company’s tax positions related to the deemed dividend inclusions and associated withholding tax. We assessed the Company’s correspondence with the relevant tax authorities and evaluated income tax opinions and other third-party advice obtained by the Company. We analyzed the Company’s assumptions and data used to determine the amount of tax benefit to recognize and we tested the accuracy of the calculations performed. We also evaluated the adequacy of the Company’s disclosures included in Note [removed: 8] [added: 10] to the consolidated financial statements in relation to these matters. | | |

| | | | Auditing management’s [removed: quantitative impairment test for] [added: preliminary valuation of] the [removed: Dental reporting unit goodwill] [added: customer relationships intangible asset associated with this acquisition] was complex and judgmental due to the significant estimation uncertainty in the Company’s determination of the [added: preliminary] fair value of the [removed: reporting unit using the] [added: customer relationships intangible asset under an] income [removed: approach.] [added: approach using discounted cash flows.] The significant estimation uncertainty was primarily due to the sensitivity of the fair value to [added: the] underlying [removed: assumptions including forecasted revenue growth rates, forecasted profit margins, and] [added: assumption related to] the [removed: discount] [added: customer attrition] rate. [removed: Elements of these] [added: This] significant [removed: assumptions are] [added: assumption is] forward looking and could be affected by future economic and market conditions. | | |

| *How We Addressed the Matter in Our Audit* | | | We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the Company’s [removed: goodwill impairment review process. For example, we tested controls over the estimation of the fair value of] [added: accounting process for] the [removed: reporting unit,] [added: customer relationships intangible asset,] including [removed: the Company’s] controls over [removed: the valuation model, the mathematical accuracy] [added: management’s review] of the [removed: valuation model and development] [added: significant assumption in the determination] of [removed: underlying assumptions used to estimate] fair value [removed: of] [added: under] the [removed: reporting unit.] [added: income approach.] | | |

| | | | To test the estimated fair value of the [removed: reporting unit,] [added: acquired customer relationships intangible asset,] our audit procedures included, among others, [removed: assessing the valuation methodology and] [added: evaluating] the [removed: underlying data used by] [added: Company’s selection of] the [removed: Company in its analysis, including] [added: valuation method,] testing the significant [removed: assumptions discussed above. We compared the significant assumptions] [added: assumption] used by [removed: management to current industry and economic trends, changes to] the [removed: Company’s business model] [added: Company] and [removed: other relevant factors. We assessed] [added: testing] the [removed: historical] [added: completeness and] accuracy of [removed: management’s assumptions of future expected net cash flows and] [added: the underlying data. For example, we] performed [removed: sensitivity] analyses [removed: of significant assumptions] to evaluate the [added: sensitivity of] changes in the [added: assumption to the] fair value of the [removed: reporting unit that would result from changes in] [added: customer relationships intangible asset and compared] the [removed: assumptions. We] [added: significant assumption to current industry, market, and economic trends, and historical results of the acquired business. In addition, we] involved [added: our] valuation specialists to assist [removed: in] [added: with] our evaluation of the [removed: valuation] methodology and [removed: the] significant [removed: assumptions, including the discount rate] [added: assumption] used [removed: in determining] [added: by] the [added: Company to determine the preliminary] fair value [added: estimate] of the [removed: reporting unit.] [added: customer relationships intangible asset, including the customer attrition rate.] | | |

| [added: | | |] March 31, [added: 2024] | | | | | | [added: March 31,] 2023 | | | | | | [added: March 31,] 2022 | | |

| Cash and cash equivalents [removed: |] [added: at beginning of period] | | | | | [removed: $] | 208,357 | | | | | [removed: $] | 348,320 | | [added: | | | | 220,531 | | |]

| Prepaid expenses and other current assets | | | | | | [removed: 179,277] [added: 174,349] | | | | | | [removed: 156,637] [added: 176,107] | | |

| Total current assets | | | | | | [removed: 2,011,442] [added: 2,869,123] | | | | | | [removed: 1,878,997] [added: 2,011,442] | | |

| Property, plant, and equipment, net | | | | | | [removed: 1,705,512] [added: 73,395] | | | | | | [removed: 1,552,576] [added: 72,737] | | |

| Lease right-of-use assets, net | | | | | | [removed: 191,741] [added: 22,822] | | | | | | [removed: 188,480] [added: 25,188] | | |

| Goodwill | | | | | | [removed: 3,879,219] [added: 4,070,712] | | | | | | [removed: 4,404,343] [added: 3,879,219] | | |

| Other assets | | | [added: 5] | | | [removed: 78,145] | | | [added: 177] | | | [removed: 70,661] | | | [added: | | |]

| Total assets | | | | | | $ | [removed: 10,821,839] [added: 11,063,697] | | | | | $ | [removed: 11,423,594] [added: 10,821,839] | |

| Accrued income taxes | | | | | | [removed: 43,804] [added: 13,640] | | | | | | [removed: 26,873] [added: 40,477] | | |

| Accrued payroll and other related liabilities | | | | | | [removed: 125,642] [added: 13,683] | | | | | | [removed: 183,721] [added: 7,179] | | |

| Short-term lease obligations | | | | | | [removed: 34,961] [added: 31,239] | | | | | | [removed: 36,472] [added: 30,065] | | |

| Short term indebtedness | | | | | | [removed: 60,000] [added: 85,938] | | | | | | [removed: 142,875] [added: 60,000] | | |

| Accrued expenses and other | | | | | | [removed: 317,817] [added: 15,594] | | | | | | [removed: 306,544] [added: 19,785] | | |

| Total current liabilities | | | | | | [removed: 861,844] [added: 931,127] | | | | | | [removed: 922,222] [added: 861,844] | | |

| Long-term indebtedness | | | | | | [removed: 3,018,655] [added: 3,120,162] | | | | | | [removed: 2,945,481] [added: 3,018,655] | | |

| Deferred income taxes, net | | | | | | [removed: 617,538] [added: 479,688] | | | | | | [removed: 780,619] [added: 617,538] | | |

| Other liabilities | | | | | | [removed: 76,137] [added: 71,546] | | | | | | [removed: 75,579] [added: 76,137] | | |

| Total liabilities | | | | | | $ | [removed: 4,734,667] [added: 4,748,351] | | | | | $ | [removed: 4,878,957] [added: 4,734,667] | |

| Commitments and contingencies (see Note [removed: 10)] [added: 12)] | | | | | | | | | | | | | | |

| Ordinary shares, with $0.001 par value; 500,000 shares authorized; [removed: 98,629] [added: 98,883] and [removed: 100,067] [added: 98,629] ordinary shares issued and outstanding, respectively | | | | | | [removed: 4,486,375] [added: 4,543,176] | | | | | | [removed: 4,742,920] [added: 4,486,375] | | |

| Retained earnings | | | | | | [removed: 1,911,533] [added: 2,087,645] | | | | | | [removed: 1,999,244] [added: 1,911,533] | | |

| Accumulated other comprehensive [removed: (loss)] [added: loss] | | | | | | [removed: (320,710)] [added: (328,657)] | | | | | | [removed: (209,808)] [added: (320,710)] | | |

| Total shareholders’ equity | | | | | | [removed: 6,077,198] [added: 6,302,164] | | | | | | [removed: 6,532,356] [added: 6,077,198] | | |

| *Description of the Matter* | | | Valuation of the customer relationships intangible asset related to the acquisition of the surgical instrumentation, laparoscopic instrumentation and sterilization container assets from Becton Dickinson (BD) | | |

| | | | As discussed in Note 3 to the consolidated financial statements, on August 2, 2023, the Company purchased the surgical instrumentation, laparoscopic instrumentation and sterilization container assets from BD for $539,758 thousand. The acquisition has been accounted for using the acquisition method of accounting which requires, among other things, the assets acquired, liabilities assumed and noncontrolling interests be recognized at their respective fair values as of the acquisition date. The Company preliminarily allocated $238,000 thousand of the purchase price to the fair value of the acquired customer relationships intangible asset. The purchase price allocation for BD is preliminary. The finalization of the purchase accounting assessment may result in changes in the valuation of assets acquired and liabilities assumed. | | |

May 29, 2024

| Accounts receivable (net of allowances of $22,984 and $19,284, respectively) | | | | | | 1,008,315 | | | | | | 864,988 | | |

| Inventories, net | | | | | | 674,535 | | | | | | 604,410 | | |

| Current assets held for sale | | | | | | 804,904 | | | | | | 157,580 | | |

| Property, plant, and equipment, net | | | | | | 1,765,180 | | | | | | 1,632,775 | | |

| Lease right-of-use assets, net | | | | | | 173,201 | | | | | | 166,553 | | |

| Intangibles, net | | | | | | 2,119,282 | | | | | | 2,076,699 | | |

| Non-current assets held for sale | | | | | | — | | | | | | 977,259 | | |

| Accounts payable | | | | | | $ | 251,723 | | | | | $ | 264,165 | |

| Accrued payroll and other related liabilities | | | | | | 164,831 | | | | | | 118,463 | | |

| Accrued expenses and other | | | | | | 319,744 | | | | | | 298,032 | | |

| Current liabilities held for sale | | | | | | 64,012 | | | | | | 50,642 | | |

| Non-current liabilities held for sale | | | | | | — | | | | | | 20,936 | | |

| Product | | | | | | $ | 2,763,954 | | | | | $ | 2,363,754 | | | | | $ | 2,194,620 | |

| Total revenues | | | | | | 5,138,701 | | | | | | 4,536,266 | | | | | | 4,223,403 | | |

| Product | | | | | | 1,516,082 | | | | | | 1,271,363 | | | | | | 1,191,619 | | |

| Total cost of revenues | | | | | | 2,920,541 | | | | | | 2,555,540 | | | | | | 2,340,396 | | |

| Gross profit | | | | | | 2,218,160 | | | | | | 1,980,726 | | | | | | 1,883,007 | | |

| Selling, general, and administrative | | | | | | 1,252,318 | | | | | | 1,090,663 | | | | | | 1,318,481 | | |

| Research and development | | | | | | 103,679 | | | | | | 98,477 | | | | | | 86,663 | | |

| Total operating expenses | | | | | | 1,382,042 | | | | | | 1,189,625 | | | | | | 1,405,192 | | |

| Income from operations | | | | | | 836,118 | | | | | | 791,101 | | | | | | 477,815 | | |

| Interest expense | | | | | | 144,351 | | | | | | 107,956 | | | | | | 89,490 | | |

| Income from continuing operations before income tax expense | | | | | | 702,810 | | | | | | 680,266 | | | | | | 366,803 | | |

| Income tax expense | | | | | | 149,530 | | | | | | 124,069 | | | | | | 82,344 | | |

| Income from continuing operations, net of income tax | | | | | | 553,280 | | | | | | 556,197 | | | | | | 284,459 | | |

| Loss from discontinued operations, net of income tax | | | | | | (173,201) | | | | | | (450,384) | | | | | | (41,589) | | |

| Continuing Operations | | | | | | $ | 5.58 | | | | | $ | 5.59 | | | | | 2.93 | | |

| Discontinued Operations | | | | | | $ | (1.75) | | | | | $ | (4.52) | | | | | (0.43) | | |

| Total | | | | | | $ | 3.83 | | | | | $ | 1.07 | | | | | $ | 2.50 | |

| Net income (loss) per share attributable to shareholders - Diluted: | | | | | | | | | | | | | | | | | | | | |

| Continuing Operations | | | | | | $ | 5.55 | | | | | $ | 5.56 | | | | | 2.90 | | |

| Discontinued Operations | | | | | | $ | (1.74) | | | | | $ | (4.49) | | | | | (0.42) | | |

| Total | | | | | | $ | 3.81 | | | | | $ | 1.07 | | | | | $ | 2.48 | |

| Years Ended March 31, | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| Net income attributable to shareholders | | | | | | $ | 378,239 | | | | | $ | 107,030 | | | | | $ | 243,888 | |

| Years Ended March 31, | | | | | | 2024 | | | | | | 2023 | | | | | | 2022 | | |

| Loss on classification as held for sale | | | | | | 206,444 | | | | | | — | | | | | | — | | |

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| *Description of the Matter* | | | Goodwill impairment assessment of the Dental Reporting Unit | | |

| | | | As discussed in Notes 1 and 3 of the consolidated financial statements, the Company’s goodwill balance was $3,879.2 million as of March 31, 2023. Management tests goodwill for impairment at least annually in the third quarter at the reporting unit level, or when evidence of potential impairment exists. This requires management to estimate the fair value of the reporting units with goodwill allocated to them. As a result of the deteriorating macroeconomic conditions including rising interest rates and inflationary pressures on material and labor costs, as well as uncertainty regarding the impact such economic strains will have on patient and Customer behavior in the short-term, management performed an interim discounted cash flow analysis for the Dental reporting unit as of September 30, 2022. Consequently, management determined that the estimated fair value of the Company’s Dental reporting no longer exceeded it’s carrying value. Management recognized a goodwill impairment charge of $490.6 million and the Company has no remaining goodwill associated to the Dental reporting unit. | | |

May 26, 2023

| Accounts receivable (net of allowances of $23,427 and $24,371, respectively) | | | | | | 928,315 | | | | | | 799,041 | | |

| Inventories, net | | | | | | 695,493 | | | | | | 574,999 | | |

| Intangibles, net | | | | | | 2,955,780 | | | | | | 3,328,537 | | |

| Accounts payable | | | | | | $ | 279,620 | | | | | $ | 225,737 | |

| Long-term lease obligations | | | | | | 160,493 | | | | | | 155,056 | | |

| Product | | | | | | $ | 2,785,327 | | | | | $ | 2,556,281 | | | | | $ | 1,443,540 | |

| Total revenues | | | | | | 4,957,839 | | | | | | 4,585,064 | | | | | | 3,107,519 | | |

| Product | | | | | | 1,513,970 | | | | | | 1,419,925 | | | | | | 765,076 | | |

| Total cost of revenues | | | | | | 2,798,147 | | | | | | 2,568,702 | | | | | | 1,764,419 | | |

| Gross profit | | | | | | 2,159,692 | | | | | | 2,016,362 | | | | | | 1,343,100 | | |

| Selling, general, and administrative | | | | | | 1,298,876 | | | | | | 1,502,752 | | | | | | 731,320 | | |

| Research and development | | | | | | 101,581 | | | | | | 87,944 | | | | | | 66,326 | | |

| Total operating expenses | | | | | | 1,891,507 | | | | | | 1,590,744 | | | | | | 794,732 | | |

| Income from operations | | | | | | 268,185 | | | | | | 425,618 | | | | | | 548,368 | | |

| Interest expense | | | | | | 107,989 | | | | | | 89,593 | | | | | | 37,180 | | |

| Income before income tax expense | | | | | | 157,348 | | | | | | 314,503 | | | | | | 517,533 | | |

| Income tax expense | | | | | | 51,535 | | | | | | 71,633 | | | | | | 120,663 | | |

| Basic | | | | | | $ | 1.07 | | | | | $ | 2.50 | | | | | 4.66 | | |

| Diluted | | | | | | $ | 1.07 | | | | | $ | 2.48 | | | | | 4.63 | | |

| Purchases of investments | | | | | | — | | | | | | — | | | | | | (4,400) | | |

| Other | | | | | | — | | | | | | — | | | | | | (2,392) | | |

| Payments on long-term obligations | | | | | | (91,000) | | | | | | (721,284) | | | | | | (35,000) | | |

| Cash and cash equivalents at beginning of period | | | | | | 348,320 | | | | | | 220,531 | | | | | | 319,581 | | |

| Balance at March 31, 2020 | | | 84,924 | | | $ | 1,982,164 | | $ | 1,658,661 | | $ | (235,463) | | $ | 12,848 | | $ | 3,418,210 | |

| Net income (loss) | | | — | | | — | | | 397,400 | | | — | | | (530) | | | 396,870 | | |

| Other comprehensive income | | | — | | | — | | | — | | | 174,220 | | | — | | | 174,220 | | |

Restructuring. We recognize restructuring expenses as incurred.

| ASU 2021-08 "Business Combinations (Topic 805) Accounting for Contract Assets and Contract Liabilities from Contracts with Customers." | | | | | | October 2021 | | | | | | The standard provides guidance to improve the accounting for acquired revenue contracts with Customers in a business combination by addressing diversity in practice and inconsistency related to the recognition of an acquired contract liability and payment terms and their effect on subsequent revenue recognized by the acquirer. | | | | | | First Quarter Fiscal 2023 | | | | | | We adopted this standard effective April 1, 2022 with no material impact to our consolidated financial statements. | | |

Fiscal 2023Acquisitions

Purchase price allocations will be finalized within the measurement period not to exceed one year from closing.

This business is reported as the Dental segment.

Fair Value of Assets Acquired and Liabilities Assumed

The acquisition of Cantel has been accounted for using the acquisition method of accounting which requires, among other things, the assets acquired and liabilities assumed be recognized at their respective fair values as of the acquisition date.

Acquisition accounting is dependent upon certain valuations and other studies.

The process for estimating the fair values of identifiable intangible assets and certain tangible assets and assumed liabilities requires the use of judgment in determining the appropriate assumptions and estimates.

During the quarter ended March 31, [removed: 2023,] [added: 2024,] there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Under the supervision and with the participation of management, including the PEO and PFO, we conducted an evaluation of the effectiveness of internal control over financial reporting as of March 31, [removed: 2023] [added: 2024] based on the framework in 2013 Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission.

Based on this evaluation under this framework, management concluded that the internal control over financial reporting was effective as of March 31, [removed: 2023.][added: 2024.]

Our evaluation of internal control over financial reporting did not include the internal controls of the entities that were acquired during fiscal [removed: 2023.][added: 2024.]

Total assets of the acquired businesses represented approximately [removed: 0.50%] [added: 5.0%] of our total assets as of March 31, [removed: 2023] [added: 2024] (of which [removed: 0.30%] [added: 4.6%] represent goodwill and intangible assets which were subjected to corporate controls) and approximately [removed: 0.30%] [added: 2.0%] of our total revenues for the year ended March 31, [removed: 2023.][added: 2024.]

We have audited STERIS plc and subsidiaries’ internal control over financial reporting as of March 31, [removed: 2023,] [added: 2024,] based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria).

In our opinion, STERIS plc and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of March 31, [removed: 2023,] [added: 2024,] based on the COSO criteria.

As indicated in the accompanying Management’s Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of the entities that were acquired during the year ended March 31, [removed: 2023,] [added: 2024,] which [removed: are] [added: is] included in the fiscal [removed: 2023] [added: 2024] consolidated financial statements of the Company and constituted approximately [removed: 0.50%] [added: 5.0%] of total assets as of March 31, [removed: 2023] [added: 2024] and approximately [removed: 0.30%] [added: 2.0%] of total revenues for the year then ended.

Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of the entities that were acquired during the year ended March 31, [removed: 2023.][added: 2024.]

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of March 31, [removed: 2023] [added: 2024] and [removed: 2022,] [added: 2023,] the related consolidated statements of income, comprehensive [removed: income, shareholders' equity and] [added: income (loss),] cash flows [added: and shareholders' equity] for each of the three years in the period ended March 31, [removed: 2023,] [added: 2024,] and the related notes and the financial statement schedule listed in the Index at Item 15(a) and our report dated May [removed: 26, 2023] [added: 29, 2024] expressed an unqualified opinion thereon.

Based on this evaluation under this framework, management concluded that the internal control over financial reporting was effective as of March 31, 2024.

May 29, 2024

May 26, 2023

During the quarter ended March 31, 2024, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, modified or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" as such terms are defined under Item 408 of Regulation S-K.

None.

This Annual Report on Form 10-K incorporates by reference the information appearing under the caption "Nominees for Election as Directors," "Board Meetings and Committees," "Shareholder Nominations of Directors and Nominee [removed: Criteria"] [added: Criteria", "Insider Trading Policy - Hedging] and [added: Pledging of Company Securities" and] "Shareholder Proposals" of our definitive proxy statement to be filed with the SEC in connection with our [removed: 2023] [added: 2024] Annual Meeting of Shareholders (the "Proxy Statement").

The table below presents information concerning all equity compensation plans and individual equity compensation arrangements in effect as of our fiscal year ended March 31, [removed: 2023.][added: 2024.]

| Equity compensation plans approved by security holders | | | | | | 1,869,871 | | | | | | $168.22 | | | | | | 2,370,422 | | |

| Total | | | | | | 1,869,871 | | | | | | $168.22 | | | | | | 2,370,422 | | |

| Equity compensation plans approved by security holders | | | | | | 1,749,729 | | | | | | $154.60 | | | | | | 2,794,795 | | |

| Total | | | | | | 1,749,729 | | | | | | $154.60 | | | | | | 2,794,795 | | |

Consolidated Balance Sheets – March 31, [removed: 2023] [added: 2024] and [removed: 2022.][added: 2023.]

Consolidated Statements of Income – Years ended March 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021.][added: 2022.]

Consolidated Statements of Comprehensive Income – Years ended March 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021.][added: 2022.]

Consolidated Statements of Cash Flows – Years ended March 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021.][added: 2022.]

Consolidated Statements of Shareholders’ Equity – Years ended March 31, [added: 2024,] 2023, [removed: 2022,] and [removed: 2021.][added: 2022.]

| 2.1 | | | [Agreement and Plan of Merger, dated January 12, 2021, by and among STERIS plc, Solar New US Holding Co, LLC, Crystal Merger Sub 1, LLC and Cantel Medical Corp. (filed as Exhibit 2.1 to STERIS plc Form 8-K filed January 12, 2021 (Commission File No. 001-38848) and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/1757898/000114036121000965/nc10018867x1_ex2-1.htm)] [added: reference).](https://www.sec.gov/Archives/edgar/data/1757898/000114036121000965/nc10018867x1_ex2-1.htm)] | | |

| 2.2 | | | [Amendment to the Agreement and Plan of Merger, dated March 1, 2021, by and among STERIS plc, Solar New US Holding Co, LLC, Crystal Merger Sub 1, LLC and Cantel Medical Corp. (filed [removed: as](http://www.sec.gov/Archives/edgar/data/0001757898/000114036121010605/nt10018921x2_s4a.htm) [Annex A-2](http://www.sec.gov/Archives/edgar/data/0001757898/000114036121010605/nt10018921x2_s4a.htm) [to] [added: as Annex A-2 to] Amendment No. 1 to STERIS plc Registration Statement on Form S-4 filed March 30, 2021 (Commission File No. 333-253799) and incorporated herein by [removed: reference](http://www.sec.gov/Archives/edgar/data/0001757898/000114036121010605/nt10018921x2_s4a.htm)).] [added: reference](https://www.sec.gov/Archives/edgar/data/0001757898/000114036121010605/nt10018921x2_s4a.htm)).] | | |

| 2.3 | | | [Purchase Agreement, dated October 2, 2020, by and among KS Holdings LLC, Key Surgical Shareholders LLC, Key Surgical Management LLC, WSHP KS Investment LLC, Key Surgical LLC, STERIS Corporation, STERIS plc and Brian O’Connell and Scot Milchman (filed as Exhibit 2.1 to STERIS plc Form 8-K filed October 6, 2020 (Commission File No. 001-38848) and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/1757898/000119312520264363/d939225dex21.htm)] [added: reference).](https://www.sec.gov/Archives/edgar/data/1757898/000119312520264363/d939225dex21.htm)] | | |

| 3.1 | | | [STERIS plc [removed: Memorandum](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000005/ste03312019ex31.htm) [of] [added: Memorandum of] Association (filed as Exhibit 3.1 to STERIS plc Form 10-K for the fiscal year ended March 31, 2019 (Commission File No. 001-38848) and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000005/ste03312019ex31.htm)] [added: reference).](https://www.sec.gov/Archives/edgar/data/1757898/000175789819000005/ste03312019ex31.htm)] | | |

| 4.1 | | | [Indenture, dated as of April 1, 2021, among STERIS Irish FinCo Unlimited Company, the guarantors party thereto, and U.S. Bank National Association, as trustee (filed as Exhibit 4.1 to STERIS plc Form 8-K filed April 1, 2021 (Commission File No. 001-38848) and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/1757898/000119312521103389/d119220dex41.htm)] [added: reference).](https://www.sec.gov/Archives/edgar/data/1757898/000119312521103389/d119220dex41.htm)] | | |

| 4.2 | | | [First Supplemental Indenture, dated as of April 1, 2021, among STERIS Irish FinCo Unlimited Company, the guarantors party thereto and U.S. Bank National Association, as trustee (filed as Exhibit 4.2 to STERIS plc Form 8-K filed April 1, 2021 (Commission File No. 001-38848) and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/1757898/000119312521103389/d119220dex42.htm)] [added: reference).](https://www.sec.gov/Archives/edgar/data/1757898/000119312521103389/d119220dex42.htm)] | | |

| 4.3 | | | [Form of 2.700% Notes due 2031 (filed as Exhibit 4.3 to STERIS plc Form 8-K filed April 1, 2021 (Commission File No. 001-38848) and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/1757898/000119312521103389/d119220dex42.htm)] [added: reference).](https://www.sec.gov/Archives/edgar/data/1757898/000119312521103389/d119220dex42.htm)] | | |

| 4.4 | | | [Form of 3.750% Notes due 2051 (filed as Exhibit 4.4 to STERIS plc Form 8-K filed April 1, 2021 (Commission File No. 001-38848) and incorporated herein by [removed: reference)](http://www.sec.gov/Archives/edgar/data/1757898/000119312521103389/d119220dex42.htm).] [added: reference)](https://www.sec.gov/Archives/edgar/data/1757898/000119312521103389/d119220dex42.htm).] | | |

| 4.5 | | | [Description of Securities Registered Under Section 12 of the Securities Exchange Act of 1934 (filed as Exhibit 4.5 to STERIS plc Form 10-K for the fiscal year ended March 31, 2021 (Commission File No. 001-38848), and incorporated herein by [removed: reference).](http://www.sec.gov/Archives/edgar/data/1757898/000175789821000017/a03312021ex45.htm)] [added: reference).](https://www.sec.gov/Archives/edgar/data/1757898/000175789821000017/a03312021ex45.htm)] | | |

| 10.1 | | | [STERIS plc 2006 Long-Term Equity Incentive Plan, as Assumed, Amended and Restated Effective March 28, 2019 (filed as Exhibit 10.1 to STERIS plc Form 8-K filed March 28, 2019 (Commission File No. 001-38848) and incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/1757898/000119312519089164/d725181dex101.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/1757898/000119312519089164/d725181dex101.htm)] | | |

| 10.2 | | | [Amendment No. 1 to STERIS plc 2006 Long-Term Equity Incentive [removed: Plan](http://www.sec.gov/Archives/edgar/data/1757898/000175789821000034/ste09302021exhibit102.htm) [](http://www.sec.gov/Archives/edgar/data/1757898/000175789821000034/ste09302021exhibit102.htm)[(](http://www.sec.gov/Archives/edgar/data/1757898/000175789821000034/ste09302021exhibit102.htm)[as] [added: Plan (as] Assumed, Amended and Restated Effective March 28, [removed: 2019](http://www.sec.gov/Archives/edgar/data/1757898/000175789821000034/ste09302021exhibit102.htm)[),] [added: 2019),] effective July 27, [removed: 2021](http://www.sec.gov/Archives/edgar/data/1757898/000175789821000034/ste09302021exhibit102.htm) [(filed] [added: 2021 (filed] as Exhibit 10.2 to Form 10-Q for the fiscal quarter ended September 30, 2021 (Commission File [removed: No.](http://www.sec.gov/Archives/edgar/data/1757898/000175789821000034/ste09302021exhibit102.htm) [00](http://www.sec.gov/Archives/edgar/data/1757898/000175789821000034/ste09302021exhibit102.htm)[1-38848)] [added: No. 001-38848)] and incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/1757898/000175789821000034/ste09302021exhibit102.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/1757898/000175789821000034/ste09302021exhibit102.htm)] | | |

| 10.3 | | | [STERIS Corporation Form of Nonqualified Stock Option Agreement [removed: for](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1013.htm) [Employees](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1013.htm) [(filed] [added: for Employees (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1013.htm) [10.13](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1013.htm) [to] [added: Exhibit 10.13 to] Form 10-Q for the fiscal quarter [removed: ended](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1013.htm) [December] [added: ended December] 31, [removed: 2012](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1013.htm) [(Commission] [added: 2012 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1013.htm) [00](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1013.htm)[1-14643)](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1013.htm) [and] [added: No. 001-14643) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1013.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1013.htm)] | | |

| 10.4 | | | [STERIS Corporation Form of Nonqualified Stock Option Agreement for Employees (filed as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1014.htm) [10.14](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1014.htm) [to] [added: Exhibit 10.14 to] Form 10-Q for the fiscal quarter [removed: ended](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1014.htm) [December] [added: ended December] 31, [removed: 2012](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1014.htm) [(Commission] [added: 2012 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1014.htm) [00](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1014.htm)[1-14643)](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1014.htm) [and] [added: No. 001-14643) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1014.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/815065/000081506513000003/ste12312012ex1014.htm)] | | |

| 10.5 | | | [STERIS [removed: Corporation](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [Form] [added: Corporation Form] of Career [removed: Restricted](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [Stock](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [Unit](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [Agreement](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [for] [added: Restricted Stock Unit Agreement for] Nonemployee [removed: Directors](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [(filed] [added: Directors (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [10.33](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [to Form](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [10-K](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [for] [added: Exhibit 10.33 to Form 10-K for] the [removed: fiscal](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [year](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [ended](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [March](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [31,](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [2013](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [(Commission] [added: fiscal year ended March 31, 2013 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [001-14643)](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm) [and] [added: No. 001-14643) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1033.htm)] | | |

| 10.6 | | | [STERIS Corporation Form of Nonqualified Stock Option Agreement for Nonemployee Directors (filed as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm) [10.34](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm) [to Form](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm) [10-K](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm) [for] [added: Exhibit 10.34 to Form 10-K for] the [removed: fiscal](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm) [year](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm) [ended](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm) [March](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm) [31,](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm) [2013](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm) [(Commission] [added: fiscal year ended March 31, 2013 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm) [001-14643)](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm) [and] [added: No. 001-14643) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/815065/000081506513000006/ste03312013ex1034.htm)] | | |

| 10.7 | | | [Form [removed: of](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000004/ste12312015ex102.htm) [STERIS plc](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000004/ste12312015ex102.htm) [Nonqualified] [added: of STERIS plc Nonqualified] Stock Option Agreement for Employees (filed as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000004/ste12312015ex102.htm) [10.2](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000004/ste12312015ex102.htm) [to](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000004/ste12312015ex102.htm) [STERIS plc](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000004/ste12312015ex102.htm) [Form] [added: Exhibit 10.2 to STERIS plc Form] 10-Q for the fiscal quarter ended December [removed: 31,](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000004/ste12312015ex102.htm) [2015](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000004/ste12312015ex102.htm) [(Commission] [added: 31, 2015 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000004/ste12312015ex102.htm) [001-37614)](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000004/ste12312015ex102.htm) [and] [added: No. 001-37614) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000004/ste12312015ex102.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/1624899/000162489916000004/ste12312015ex102.htm)] | | |

| 10.8 | | | [removed: [STERIS](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [plc](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [Form] [added: [STERIS plc Form] of Nonqualified Stock Option Agreement [removed: for](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [Nonemployee Directors](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [(filed] [added: for Nonemployee Directors (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [10.20](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [to](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [STERIS plc](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [Form](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [10-K](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [for the](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [year](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [ended](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [March](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [31,](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [2016](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [(Commission] [added: Exhibit 10.20 to STERIS plc Form 10-K for the year ended March 31, 2016 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [001-37614)](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm) [and] [added: No. 001-37614) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1020.htm)] | | |

| 10.9 | | | [removed: [STERIS](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [plc](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [Form of](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [Restricted Stock](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [Agreement for](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [Employees](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [(filed as Exhibit](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [10.16](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [to](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm)] [STERIS [removed: plc](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [Form] [added: plc Form of Restricted Stock Agreement for Employees (filed as Exhibit 10.16 to STERIS plc Form] 10-K for the fiscal year ended March [removed: 31,](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [2018](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [(Commission] [added: 31, 2018 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [001-37614)](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [and incorporated](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [herein](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm) [by reference).*](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm)] [added: No. 001-37614) and incorporated herein by reference).*](https://www.sec.gov/Archives/edgar/data/1624899/000162489918000003/ste3312016ex1016.htm)] | | |

| 10.10 | | | [Amendment [removed: to](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [Nonqualified] [added: to Nonqualified] Stock Option [removed: Agreement](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [(filed] [added: Agreement (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [10.4](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [to](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [STERIS plc](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [Form](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [10-Q](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [for] [added: Exhibit 10.4 to STERIS plc Form 10-Q for] the [removed: fiscal](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [quarter](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [ended](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [September] [added: fiscal quarter ended September] 30, [removed: 2018](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [(Commission] [added: 2018 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [001-37614)](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [and incorporated](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [herein](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm) [by reference).*](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm)] [added: No. 001-37614) and incorporated herein by reference).*](https://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex104.htm)] | | |

| 10.11 | | | [STERIS plc Form of Nonqualified Stock Option Agreement for Employees (filed as Exhibit 10.2 to STERIS plc Form 10-Q for the fiscal quarter [removed: ended](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex102.htm) [September] [added: ended September] 30, [removed: 2018](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex102.htm) [(Commission] [added: 2018 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex102.htm) [001-37614)](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex102.htm) [and] [added: No. 001-37614) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex102.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste093018ex102.htm)] | | |

| 10.12 | | | [Form [removed: of](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [STERIS plc](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [Nonqualified] [added: of STERIS plc Nonqualified] Stock Option Agreement [removed: for](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [Employees](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [(filed] [added: for Employees (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [10.3](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [to] [added: Exhibit 10.3 to] STERIS plc [removed: Form](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [10-Q](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [for the](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [fiscal quarter](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [ended](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [September] [added: Form 10-Q for the fiscal quarter ended September] 30, [removed: 2019](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [(Commission] [added: 2019 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [001-38848)](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm) [and] [added: No. 001-38848) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex103.htm)] | | |

| 10.13 | | | [Form [removed: of](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [STERIS plc](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [Career Restricted](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [Stock](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [Unit](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [Agreement for](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [Nonemployee Directors](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [(filed] [added: of STERIS plc Career Restricted Stock Unit Agreement for Nonemployee Directors (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [10.21](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [to] [added: Exhibit 10.21 to] STERIS plc Form 10-K for [removed: the](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [year] [added: the year] ended March [removed: 31,](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [2016](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [(Commission] [added: 31, 2016 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [001-37614)](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm) [and] [added: No. 001-37614) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1021.htm)] | | |

| 10.14 | | | [Form [removed: of](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste09302018ex103.htm) [STERIS plc](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste09302018ex103.htm) [Restricted](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste09302018ex103.htm) [Stock](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste09302018ex103.htm) [Agreement](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste09302018ex103.htm) [for Employees](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste09302018ex103.htm) [(filed] [added: of STERIS plc Restricted Stock Agreement for Employees (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste09302018ex103.htm) [10.3](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste09302018ex103.htm) [to] [added: Exhibit 10.3 to] STERIS plc Form 10-Q for the fiscal quarter ended September 30, 2018 (Commission File [removed: No.](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste09302018ex103.htm) [001-37614)](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste09302018ex103.htm) [and] [added: No. 001-37614) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste09302018ex103.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/1624899/000162489918000009/ste09302018ex103.htm)] | | |

| 10.15 | | | [Form of STERIS [removed: plc](https://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex102.htm) [Restricted](https://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex102.htm) [Stock](https://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex102.htm) [Agreement] [added: plc Restricted Stock Agreement] for Employees (filed as Exhibit 10.2 to STERIS plc Form 10-Q for the fiscal quarter ended September [removed: 30,](https://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex102.htm) [2019](https://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex102.htm) [(Commission] [added: 30, 2019 (Commission] File [removed: No.](https://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex102.htm) [001-38848)](https://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex102.htm) [and] [added: No. 001-38848) and] incorporated herein by reference).*](https://www.sec.gov/Archives/edgar/data/1757898/000175789819000018/ste09302019ex102.htm) | | |

| 10.16 | | | [Form of STERIS plc Restricted Stock Agreement for Employees (filed [removed: herewith)*](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1016.htm)] [added: as Exhibit 10.16 to STERIS plc Form 10-K for the fiscal year ended March 31, 2023 (Commission File No. 001-38848) and incorporated herein by reference).*](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1016.htm)] | | |

| 10.17 | | | [Form of STERIS plc Nonqualified Stock Option Agreement for Employees (filed [removed: herewith)*](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1017.htm)] [added: as Exhibit 10.17 to STERIS plc Form 10-K for the fiscal year ended March 31, 2023 (Commission File No. 001-38848) and incorporated herein by reference).*](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1017.htm)] | | |

| 10.18 | | | [Description of STERIS plc Non-Employee Director Compensation Program (filed as Exhibit [removed: 10.4] [added: 10.1] to STERIS plc Form 10-Q for the fiscal quarter ended September 30, [removed: 2022] [added: 2023] (Commission File No. 001-38848) and [removed: incorporated](http://www.sec.gov/Archives/edgar/data/1757898/000175789822000021/ste09302022ex104.htm) [herein] [added: incorporated herein] by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/1757898/000175789822000021/ste09302022ex104.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000013/ste9302023ex101.htm)] | | |

| 10.19 | | | [removed: [STERIS](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex101.htm) [Corporation] [added: [STERIS Corporation] Deferred Compensation Plan Document (As Amended and Restated Effective January 1, [removed: 2009)](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex101.htm) [(filed] [added: 2009) (filed] as Exhibit 10.1 [removed: to](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex101.htm) [Form] [added: to Form] 10-Q for the fiscal quarter ended December 31, [removed: 2008](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex101.htm) [(Commission] [added: 2008 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex101.htm) [001-14643)](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex101.htm) [and] [added: No. 001-14643) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex101.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex101.htm)] | | |

| 10.20 | | | [Amended and Restated Adoption Agreement related [removed: to](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm) [STERIS](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm) [Corporation] [added: to STERIS Corporation] Deferred Compensation Plan, dated December 16, [removed: 2008](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm) [(filed] [added: 2008 (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm) [10.2](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm) [to](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm) [Form 10-Q](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm) [filed](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm) [for] [added: Exhibit 10.2 to Form 10-Q filed for] the fiscal quarter [removed: ended](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm) [December] [added: ended December] 31, [removed: 2008](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm) [(Commission] [added: 2008 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm) [001-14643)](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm) [and] [added: No. 001-14643) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/815065/000119312509021159/dex102.htm)] | | |

| 10.21 | | | [Amendment No. 1 [removed: to](http://www.sec.gov/Archives/edgar/data/815065/000081506512000004/ste12312011ex101.htm) [STERIS](http://www.sec.gov/Archives/edgar/data/815065/000081506512000004/ste12312011ex101.htm) [Corporation] [added: to STERIS Corporation] Deferred Compensation Plan Document (As Amended and Restated Effective January 1, 2009), dated November 4, [removed: 2011](http://www.sec.gov/Archives/edgar/data/815065/000081506512000004/ste12312011ex101.htm) [(filed] [added: 2011 (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/815065/000081506512000004/ste12312011ex101.htm) [10.1](http://www.sec.gov/Archives/edgar/data/815065/000081506512000004/ste12312011ex101.htm) [to](http://www.sec.gov/Archives/edgar/data/815065/000081506512000004/ste12312011ex101.htm) [Form] [added: Exhibit 10.1 to Form] 10-Q for the fiscal quarter [removed: ended](http://www.sec.gov/Archives/edgar/data/815065/000081506512000004/ste12312011ex101.htm) [December] [added: ended December] 31, [removed: 2011](http://www.sec.gov/Archives/edgar/data/815065/000081506512000004/ste12312011ex101.htm) [(Commission] [added: 2011 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/815065/000081506512000004/ste12312011ex101.htm) [001-14643),](http://www.sec.gov/Archives/edgar/data/815065/000081506512000004/ste12312011ex101.htm) [and] [added: No. 001-14643), and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/815065/000081506512000004/ste12312011ex101.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/815065/000081506512000004/ste12312011ex101.htm)] | | |

| 10.22 | | | [STERIS [removed: plc](http://www.sec.gov/Archives/edgar/data/1757898/000119312519089164/d725181dex102.htm) [Management Incentive](http://www.sec.gov/Archives/edgar/data/1757898/000119312519089164/d725181dex102.htm) [Compensation](http://www.sec.gov/Archives/edgar/data/1757898/000119312519089164/d725181dex102.htm) [Plan] [added: plc Management Incentive Compensation Plan] (As Assumed, Amended and Restated Effective March 28, [removed: 2019)](http://www.sec.gov/Archives/edgar/data/1757898/000119312519089164/d725181dex102.htm) [(filed] [added: 2019) (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/1757898/000119312519089164/d725181dex102.htm) [10.2](http://www.sec.gov/Archives/edgar/data/1757898/000119312519089164/d725181dex102.htm) [to] [added: Exhibit 10.2 to] STERIS plc [removed: Form](http://www.sec.gov/Archives/edgar/data/1757898/000119312519089164/d725181dex102.htm) [8-K] [added: Form 8-K] filed March 28, [removed: 2019](http://www.sec.gov/Archives/edgar/data/1757898/000119312519089164/d725181dex102.htm) [(Commission] [added: 2019 (Commission] File No. 001-38848) and incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/1757898/000119312519089164/d725181dex102.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/1757898/000119312519089164/d725181dex102.htm)] | | |

| 10.23 | | | [Amendment No. 1 [removed: to](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [STERIS](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [plc] [added: to STERIS plc] Management [removed: Incentive](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [Compensation Plan](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [(As] [added: Incentive Compensation Plan (As] Assumed, Amended and Restated Effective March 28, 2019), dated March 2, [removed: 2020](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [(filed] [added: 2020 (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [10.27](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [to](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [the](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [Form](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [10-K](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [filed](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [for] [added: Exhibit 10.27 to the Form 10-K filed for] fiscal year ended March 31, [removed: 2020](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [(Commission] [added: 2020 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [001-38848)](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [and] [added: No. 001-38848) and] incorporated herein [removed: by](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm) [reference)*](http://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm)] [added: by reference)*](https://www.sec.gov/Archives/edgar/data/1757898/000175789820000012/ste03312020ex1027.htm)] | | |

| 10.24 | | | [Amendment No. 2 to STERIS plc Management Incentive Compensation Plan (As Assumed, Amended and Restated Effective March 28, 2019), dated May 8, 2023 [removed: (filed herewith)*](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1024.htm)[](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1024.htm)] [added: (filed](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1024.htm) [as Exhibit 10.24](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1024.htm) [to](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1024.htm) [](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1024.htm)[the](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1024.htm) [Form 10-K](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1024.htm) [filed for](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1024.htm) [fiscal year ended March 31, 2023 (Commission File No. 001-38848) and incorporated herein by reference).*](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000005/ste03312023ex1024.htm)] | | |

| 10.25 | | | [Form of Make-Whole [removed: Payment](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [and](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [Related] Payment [removed: Conditions](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [Agreement](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [Between Former](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [STERIS Corporation](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [Non-Employee] [added: and Related Payment Conditions Agreement Between Former STERIS Corporation Non-Employee] Directors and STERIS [removed: Corporation](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [(filed] [added: Corporation (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [10.32](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [to](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [STERIS plc](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [Form](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [10-K](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [for the](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [year](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [ended](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [March](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [31,](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [2016](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [(Commission] [added: Exhibit 10.32 to STERIS plc Form 10-K for the year ended March 31, 2016 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [001-37614)](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm) [and] [added: No. 001-37614) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1032.htm)] | | |

| 10.26 | | | [Form of Make-Whole Payment and Related Repayment Conditions Agreement Between STERIS Corporation Executive Officers and STERIS [removed: Corporation](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [(filed] [added: Corporation (filed] as [removed: Exhibit](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [10.33](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [to](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [STERIS plc](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [Form](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [10-K](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [for the](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [year](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [ended](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [March](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [31,](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [2016](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [(Commission] [added: Exhibit 10.33 to STERIS plc Form 10-K for the year ended March 31, 2016 (Commission] File [removed: No.](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [001-37614)](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm) [and] [added: No. 001-37614) and] incorporated herein by [removed: reference).*](http://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm)] [added: reference).*](https://www.sec.gov/Archives/edgar/data/1624899/000162489916000005/ste03312016ex1033.htm)] | | |

| 2.4 | | | [Amended and Restated Asset Purchase Agreement by and between STERIS Corporation; Becton, Dickinson and Company; and STERIS plc, solely for the purposes set forth in Section 12.21, dated as of August 2, 2023 (filed as Exhibit 2.1 to STERIS plc Form 10-Q for the fiscal quarter ended June 30, 2023 filed August 8, 2023 (Commission File No. 001-38848) and incorporated herein by reference).](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000010/ste6302023ex21.htm) | | |

| 10.34 | | | [Amendment No. 1, dated as of May 3, 2023, to Delayed Draw Term Loan Agreement, dated as of March 19, 2021, among STERIS plc, STERIS Limited, STERIS Corporation, STERIS Irish FinCo Unlimited Company, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (filed as Exhibit 10.1 to Form 10-Q for the fiscal quarter ended June 30, 2023 filed August 8, 2023 (Commission File No. 001-38848) and incorporated herein by reference).](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000010/ste6302023ex101.htm) | | |

| 10.36 | | | [Amendment No. 1, dated as of May 3, 2023, to Term Loan Agreement, dated as of March 19, 2021, among STERIS plc, STERIS Limited, STERIS Corporation, STERIS Irish FinCo Unlimited Company, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (filed as Exhibit 10.2 to Form 10-Q for the fiscal quarter ended June 30, 2023 filed August 8, 2023 (Commission File No. 001-38848) and incorporated herein by reference).](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000010/ste6302023ex102.htm) | | |

| 10.39 | | | [Amendment No. 2, dated as of May 3, 2023, to Credit Agreement, dated as of March 19, 2021, among STERIS plc, STERIS Limited, STERIS Corporation, STERIS Irish FinCo Unlimited Company, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (filed as Exhibit 10.3 to Form 10-Q for the fiscal quarter ended June 30, 2023 filed August 8, 2023 (Commission File No. 001-38848) and incorporated herein by reference).](https://www.sec.gov/Archives/edgar/data/1757898/000175789823000010/ste6302023ex103.htm) | | |

| 19.1 | | | [STERIS plc Insider Trading Policy](https://www.sec.gov/Archives/edgar/data/1757898/000175789824000008/ste03312024ex191.htm) | | |

| --- | --- | --- | --- | --- | --- |

| 97.1 | | | [STERIS plc Policy relating to recovery of erroneously awarded compensation](https://www.sec.gov/Archives/edgar/data/1757898/000175789824000008/ste03312024ex971.htm)[.](https://www.sec.gov/Archives/edgar/data/1757898/000175789824000008/ste03312024ex971.htm) | | |

| | | | | | |

| | | | | | |

| | | | | | |

| | | | | | |

| | | | | | |

| | | | | | |

| Date: | | | May [removed: 26, 2023] [added: 29, 2024] | | | By: | | | /S/ KAREN L. BURTON | | |

| | | | | | | Vice [removed: President, Controller] [added: President] and Chief Accounting Officer | | | | | |

| /S/ DANIEL A. CARESTIO | | | | | | President, Chief Executive Officer and Director (Principal Executive Officer) | | | | | | May [removed: 26, 2023] [added: 29, 2024] | | |

| /S/ MICHAEL J. TOKICH | | | | | | Senior Vice President and Chief Financial Officer (Principal Financial Officer) | | | | | | May [removed: 26, 2023] [added: 29, 2024] | | |

| /S/ KAREN L. BURTON | | | | | | Vice [removed: President, Controller] [added: President] and Chief Accounting Officer (Principal Accounting Officer) | | | | | | May [removed: 26, 2023] [added: 29, 2024] | | |