SEC Form 4
FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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OMB APPROVAL |
OMB Number: |
3235-0287 |
Estimated average burden |
hours per response: |
0.5 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
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Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
STERICYCLE INC
[ SRCL ]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X |
Director |
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10% Owner |
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Officer (give title below) |
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Other (specify below) |
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3. Date of Earliest Transaction
(Month/Day/Year) 05/16/2024
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4. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned |
1. Title of Security (Instr.
3)
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2. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction Code (Instr.
8)
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4. Securities Acquired (A) or Disposed Of (D) (Instr.
3, 4 and 5)
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5.
Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr.
3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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7. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
Amount |
(A) or (D) |
Price |
Common Stock |
05/16/2024 |
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M |
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3,620 |
A |
$0
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16,096 |
D |
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivative Security (Instr.
3)
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2. Conversion or Exercise Price of Derivative Security
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3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
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5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
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6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr.
3 and 4)
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8. Price of Derivative Security (Instr.
5)
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9.
Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr.
4)
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10. Ownership Form: Direct (D) or Indirect (I) (Instr.
4)
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11. Nature of Indirect Beneficial Ownership (Instr.
4)
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Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
Restricted Stock Units |
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05/16/2024 |
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M |
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3,620 |
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Common Stock |
3,620 |
$0
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0 |
D |
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Explanation of Responses: |
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/s/ Tim Kouba, Attorney-in-Fact for Brian P. Anderson |
05/20/2024 |
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** Signature of Reporting Person |
Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
POWER OF ATTORNEY
I, Brian P. Anderson, hereby
authorize and designate each of Kurt Rogers, Stuart Funderburg, Tim Kouba, Deana Stanton, W. Morgan Burns, Griffin Foster, and Amra Hoso
signing singly, as my true and lawful attorney-in-fact to:
(1) prepare
and execute for and on my behalf, in my capacity as an officer and/or director of Stericycle, Inc. (the “Company”), a
Form ID and Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange
Act”) and the rules and regulations promulgated thereunder and other forms or reports on my behalf as may be required to be
filed in connection with my ownership, acquisition, or disposition of securities of the Company, including Form 144;
(2) do
and perform any and all acts for and on my behalf that may be necessary or desirable to complete and execute any such Form ID, Form 3,
4 or 5, Form 144, and Schedule 13 and any amendments to any of the foregoing, and timely file any such form with the Securities and
Exchange Commission and any stock exchange or similar authority; and
(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be to
my benefit, in my best interest, or legally required of me, it being understood that the statements executed by such attorney-in-fact
on my behalf pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
I hereby further grant to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and
purposes as I might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming
all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue
of this Power of Attorney and the rights and powers herein granted. I hereby acknowledge that the foregoing attorneys-in-fact, in serving
in such capacity at my request, are not assuming, nor is the Company assuming, any of my responsibilities to comply with Section 16 of
the Exchange Act or Rule 144 under the Securities Act of 1933, as amended (the “Securities Act”).
This Power of Attorney
shall remain in full force and effect until I am no longer required to file Form ID or Forms 3, 4 and 5 or Form 144 with
respect to my holdings of and transactions in securities issued by the Company, unless earlier revoked by me in a signed writing
delivered to the foregoing attorneys-in-fact. Notwithstanding the foregoing, if any such attorney-in-fact hereafter ceases to be at
least one of the following: (i) an employee of the Company, (ii) a partner of Faegre Drinker Biddle & Reath LLP
or (iii) an employee of Faegre Baker Drinker Biddle & Reath LLP, then this Power of Attorney shall be automatically
revoked solely as to such individual, immediately upon such cessation, without any further action on my part.
I hereby revoke all previous
Powers of Attorney that have been granted by me in connection with my reporting obligations, if any, under Section 16 of the Exchange
Act and Rule 144 under the Securities Act with respect to my holdings of and transactions in securities issued by the Company.
IN WITNESS WHEREOF, I
have caused this Power of Attorney to be duly executed as of this 5th day of February 2024.
POWER OF ATTORNEY
I, Brian P. Anderson, hereby
authorize and designate each of Kurt Rogers, Stuart Funderburg, Tim Kouba, Deana Stanton, W. Morgan Burns, Griffin Foster, and Amra Hoso
signing singly, as my true and lawful attorney-in-fact to:
(1) prepare
and execute for and on my behalf, in my capacity as an officer and/or director of Stericycle, Inc. (the “Company”), a
Form ID and Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange
Act”) and the rules and regulations promulgated thereunder and other forms or reports on my behalf as may be required to be
filed in connection with my ownership, acquisition, or disposition of securities of the Company, including Form 144;
(2) do
and perform any and all acts for and on my behalf that may be necessary or desirable to complete and execute any such Form ID, Form 3,
4 or 5, Form 144, and Schedule 13 and any amendments to any of the foregoing, and timely file any such form with the Securities and
Exchange Commission and any stock exchange or similar authority; and
(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be to
my benefit, in my best interest, or legally required of me, it being understood that the statements executed by such attorney-in-fact
on my behalf pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
I hereby further grant to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever
requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and
purposes as I might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming
all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue
of this Power of Attorney and the rights and powers herein granted. I hereby acknowledge that the foregoing attorneys-in-fact, in serving
in such capacity at my request, are not assuming, nor is the Company assuming, any of my responsibilities to comply with Section 16 of
the Exchange Act or Rule 144 under the Securities Act of 1933, as amended (the “Securities Act”).
This Power of Attorney
shall remain in full force and effect until I am no longer required to file Form ID or Forms 3, 4 and 5 or Form 144 with
respect to my holdings of and transactions in securities issued by the Company, unless earlier revoked by me in a signed writing
delivered to the foregoing attorneys-in-fact. Notwithstanding the foregoing, if any such attorney-in-fact hereafter ceases to be at
least one of the following: (i) an employee of the Company, (ii) a partner of Faegre Drinker Biddle & Reath LLP
or (iii) an employee of Faegre Baker Drinker Biddle & Reath LLP, then this Power of Attorney shall be automatically
revoked solely as to such individual, immediately upon such cessation, without any further action on my part.
I hereby revoke all previous
Powers of Attorney that have been granted by me in connection with my reporting obligations, if any, under Section 16 of the Exchange
Act and Rule 144 under the Securities Act with respect to my holdings of and transactions in securities issued by the Company.
IN WITNESS WHEREOF, I
have caused this Power of Attorney to be duly executed as of this 5th day of February 2024.
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