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Sotera Health Company 2025-2026 Proxy Voting Records

Compiled from SEC Form N-PX filings and Sotera Health Company’s Form 8-K, filed May 22, 2026 (Item 5.07 on EDGAR). Page generated October 18, 2026.

6Ballot items
310Asset managers
2,303Fund votes
May 21, 2026Meeting date

Results at a glance

Meeting of May 21, 2026: 6 items on Sotera Health Company’s Form 8-K, filed May 22, 2026: 2 approved · 4 without a stated outcome.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore Sotera Health Company in the interactive database Compare manager voting policies

Official 2025-2026 meeting results reported by Sotera Health Company

These tallies are Sotera Health Company’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 22, 2026 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

Sotera Health Company — official shareholder meeting results, meeting held May 21, 2026
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Sean L. Cunningham	226,297,734	--	--	38,018,512	3,273,595	86%	Not verified	—
Elect Director: Richard G. Kyle	260,365,658	--	--	3,950,588	3,273,595	99%	Not verified	—
Elect Director: Vincent K. Petrella	251,933,894	--	--	12,382,352	3,273,595	95%	Not verified	—
Elect Director: Christopher A. Simon	253,840,543	--	--	10,475,703	3,273,595	96%	Not verified	—
2. Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers	257,678,396	6,586,053	51,797	--	3,273,595	98%	Approved	—
3. Ratification of the Appointment of the Company's Independent Registered Public Accounting Firm	267,310,915	223,069	55,857	--	--	99.9%	Approved	—

Source: Sotera Health Company, Form 8-K, filed with the SEC on May 22, 2026 — read the filing on EDGAR.

How asset managers voted at the Sotera Health Company 2025-2026 meeting

Each item below shows how the 310 asset managers that disclosed a Sotera Health Company vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. Elect Director: Christopher A. Simon

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%

FOR: 253,840,543WITHHELD: 10,475,703

Details: description as filed, official tally, votes by 77 asset managers

Description as filed by funds: Elect the four following Class III director nominees to serve until the 2029 Annual Meeting of Stockholders: Christopher A. Simon

Sotera Health Company’s own tally for this item (“Elect Director: Christopher A. Simon”): 253,840,543 for, 10,475,703 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 77 asset managers below reported 60,392,728 for, 1,988,751 withheld, 12 abstained.

FOR

FOR: 60,392,728ABSTAIN: 12WITHHOLD: 1,988,751

Largest asset managers voting on “Elect the four following Class III director nominees to serve until the 2029 Annual Meeting of Stockholders: C” at Sotera Health Company, 2025-2026
Asset manager	For	Abstain	Withheld	Vote
Vanguard	21,180,386	12	0	For
BlackRock	11,677,919	0	0	For
JANUS INVESTMENT FUND	5,911,302	0	0	For
T. Rowe Price	5,613,263	0	0	For
Fidelity	3,804,810	0	0	For
Charles Schwab	2,472,961	0	0	For
State Street	1,610,588	0	0	For
Dimensional	0	0	1,456,799	Withhold
EXCHANGE TRADED CONCEPTS TRUST	988,508	0	0	For
Prudential/PGIM	933,203	0	32,395	For
First Trust	892,387	0	0	For
AQR	853,908	0	0	For
Jackson National	308,065	0	57,501	Mixed
Equitable	82,640	0	250,931	Mixed
TIAA	293,563	0	0	For
Northwestern Mutual	288,649	0	0	For
American Century	251,754	0	0	For
Invesco	245,347	0	0	For
HIGHLAND GLOBAL ALLOCATION FUND	240,468	0	0	For
John Hancock	152,419	0	66,706	Mixed
AIG/SunAmerica	210,667	0	0	For
Nationwide	171,893	0	0	For
Columbia Threadneedle	171,079	0	0	For
Northern Trust	153,419	0	0	For
Bridge Builder Trust	139,894	0	0	For

Showing the 25 largest of 77 asset managers. See all 77 in the interactive database.

2. Elect Director: Richard G. Kyle

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

99% Majority: yes · of votes cast

FOR 99%

FOR: 260,365,658WITHHELD: 3,950,588

Details: description as filed, official tally, votes by 77 asset managers

Description as filed by funds: Elect the four following Class III director nominees to serve until the 2029 Annual Meeting of Stockholders: Richard G. Kyle

Sotera Health Company’s own tally for this item (“Elect Director: Richard G. Kyle”): 260,365,658 for, 3,950,588 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 77 asset managers below reported 62,344,754 for, 36,736 withheld, 1 abstained.

FOR

FOR: 62,344,754ABSTAIN: 1WITHHOLD: 36,736

Largest asset managers voting on “Elect the four following Class III director nominees to serve until the 2029 Annual Meeting of Stockholders: R” at Sotera Health Company, 2025-2026
Asset manager	For	Abstain	Vote
Vanguard	21,180,397	1	For
BlackRock	11,677,919	0	For
JANUS INVESTMENT FUND	5,911,302	0	For
T. Rowe Price	5,613,263	0	For
Fidelity	3,804,810	0	For
Charles Schwab	2,472,961	0	For
State Street	1,610,588	0	For
Dimensional	1,456,799	0	For
EXCHANGE TRADED CONCEPTS TRUST	988,508	0	For
Prudential/PGIM	965,598	0	For
First Trust	892,387	0	For
AQR	853,908	0	For
Jackson National	365,566	0	For
Equitable	333,571	0	For
TIAA	293,563	0	For
Northwestern Mutual	288,649	0	For
American Century	251,754	0	For
Invesco	245,347	0	For
HIGHLAND GLOBAL ALLOCATION FUND	240,468	0	For
John Hancock	219,125	0	For
AIG/SunAmerica	210,667	0	For
Nationwide	171,893	0	For
Columbia Threadneedle	171,079	0	For
Northern Trust	153,419	0	For
Bridge Builder Trust	139,894	0	For

Showing the 25 largest of 77 asset managers. See all 77 in the interactive database.

3. Elect Director: Sean L. Cunningham

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

86% Majority: yes · of votes cast

FOR 86%WITHHELD

FOR: 226,297,734WITHHELD: 38,018,512

Details: description as filed, official tally, votes by 77 asset managers

Description as filed by funds: Elect the four following Class III director nominees to serve until the 2029 Annual Meeting of Stockholders: Sean L. Cunningham

Sotera Health Company’s own tally for this item (“Elect Director: Sean L. Cunningham”): 226,297,734 for, 38,018,512 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 86% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 77 asset managers below reported 53,478,924 for, 8,902,512 withheld, 56 abstained.

FORWITHHOLD

FOR: 53,478,924ABSTAIN: 56WITHHOLD: 8,902,512

Largest asset managers voting on “Elect the four following Class III director nominees to serve until the 2029 Annual Meeting of Stockholders: S” at Sotera Health Company, 2025-2026
Asset manager	For	Abstain	Withheld	Vote
Vanguard	21,145,919	56	34,423	For
BlackRock	11,677,919	0	0	For
JANUS INVESTMENT FUND	5,911,302	0	0	For
T. Rowe Price	5,613,263	0	0	For
Fidelity	3,804,410	0	400	For
Charles Schwab	2,472,961	0	0	For
State Street	1,625	0	1,608,963	Withhold
Dimensional	0	0	1,456,799	Withhold
EXCHANGE TRADED CONCEPTS TRUST	0	0	988,508	Withhold
Prudential/PGIM	933,203	0	32,395	For
First Trust	0	0	892,387	Withhold
AQR	0	0	853,908	Withhold
Jackson National	0	0	365,566	Withhold
Equitable	82,640	0	250,931	Mixed
TIAA	293,563	0	0	For
Northwestern Mutual	180,313	0	108,336	Mixed
American Century	0	0	251,754	Withhold
Invesco	245,347	0	0	For
HIGHLAND GLOBAL ALLOCATION FUND	240,468	0	0	For
John Hancock	39,758	0	179,367	Mixed
AIG/SunAmerica	0	0	210,667	Withhold
Nationwide	111,193	0	60,700	Mixed
Columbia Threadneedle	0	0	171,079	Withhold
Northern Trust	0	0	153,419	Withhold
Bridge Builder Trust	59,534	0	80,360	Mixed

Showing the 25 largest of 77 asset managers. See all 77 in the interactive database.

4. Elect Director: Vincent K. Petrella

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 4 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%

FOR: 251,933,894WITHHELD: 12,382,352

Details: description as filed, official tally, votes by 77 asset managers

Description as filed by funds: Elect the four following Class III director nominees to serve until the 2029 Annual Meeting of Stockholders: Vincent K. Petrella

Sotera Health Company’s own tally for this item (“Elect Director: Vincent K. Petrella”): 251,933,894 for, 12,382,352 withheld, per its Form 8-K filed May 22, 2026 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 77 asset managers below reported 60,325,478 for, 2,055,997 withheld, 16 abstained.

FOR

FOR: 60,325,478ABSTAIN: 16WITHHOLD: 2,055,997

Largest asset managers voting on “Elect the four following Class III director nominees to serve until the 2029 Annual Meeting of Stockholders: V” at Sotera Health Company, 2025-2026
Asset manager	For	Abstain	Withheld	Vote
Vanguard	21,158,614	16	21,768	For
BlackRock	11,677,919	0	0	For
JANUS INVESTMENT FUND	5,911,302	0	0	For
T. Rowe Price	5,613,263	0	0	For
Fidelity	3,804,810	0	0	For
Charles Schwab	2,472,961	0	0	For
State Street	1,607,038	0	3,550	For
Dimensional	0	0	1,456,799	Withhold
EXCHANGE TRADED CONCEPTS TRUST	988,508	0	0	For
Prudential/PGIM	933,203	0	32,395	For
First Trust	892,387	0	0	For
AQR	853,908	0	0	For
Jackson National	308,065	0	57,501	Mixed
Equitable	82,640	0	250,931	Mixed
TIAA	293,563	0	0	For
Northwestern Mutual	288,649	0	0	For
American Century	251,754	0	0	For
Invesco	245,347	0	0	For
HIGHLAND GLOBAL ALLOCATION FUND	240,468	0	0	For
John Hancock	152,419	0	66,706	Mixed
AIG/SunAmerica	210,667	0	0	For
Nationwide	171,893	0	0	For
Columbia Threadneedle	171,079	0	0	For
Northern Trust	153,419	0	0	For
Bridge Builder Trust	139,894	0	0	For

Showing the 25 largest of 77 asset managers. See all 77 in the interactive database.

5. 2. Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers

Official result Fund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 5 wordings of this item as funds reported it.

98% Approved · of votes cast

FOR 98%

FOR: 257,678,396AGAINST: 6,586,053

Details: description as filed, official tally, votes by 310 asset managers

Description as filed by funds: To approve, on an advisory basis, the compensation of our named executive officers.

Sotera Health Company’s own tally for this item (“2. Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers”): 257,678,396 for, 6,586,053 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “(2) approved, on an advisory basis, the compensation of the Company's named executive officers”
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 77 asset managers voting on “To approve, on an advisory basis, the compensation of our named executive officers.” at Sotera Health Company, 2025-2026
Asset manager	For	Against	Vote
Vanguard	21,180,393	5	For
BlackRock	11,677,919	0	For
JANUS INVESTMENT FUND	5,911,302	0	For
T. Rowe Price	5,613,263	0	For
Fidelity	3,804,810	0	For
Charles Schwab	2,472,961	0	For
State Street	1,609,867	721	For
Dimensional	1,456,799	0	For
EXCHANGE TRADED CONCEPTS TRUST	988,508	0	For
Prudential/PGIM	965,598	0	For
First Trust	892,387	0	For
AQR	853,908	0	For
Jackson National	365,566	0	For
Equitable	333,571	0	For
TIAA	293,563	0	For
Northwestern Mutual	288,649	0	For
American Century	251,754	0	For
Invesco	245,347	0	For
HIGHLAND GLOBAL ALLOCATION FUND	240,468	0	For
John Hancock	219,125	0	For
AIG/SunAmerica	210,667	0	For
Nationwide	171,893	0	For
Columbia Threadneedle	0	171,079	Against
Northern Trust	153,419	0	For
Bridge Builder Trust	139,894	0	For

Fund voting reports, all 77 managers: 62,042,138 for, 302,617 against, 36,736 abstained. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 257 asset managers voting on “To approve, on an advisory basis, the compensation of our named executive officers.” at Sotera Health Company, 2025-2026
Asset manager	For	Against	Vote
Darsana Capital Partners LP	26,000,000	0	For
Sessa Capital IM, L.P.	23,050,000	0	For
WARBURG PINCUS LLC	19,102,952	0	For
Sculptor Capital LP	16,857,418	0	For
Janus Henderson	16,540,881	0	For
GTCR LLC	12,808,688	0	For
Sachem Head Capital Management LP	11,645,000	0	For
T. Rowe Price	9,240,629	0	For
BlackRock	7,677,972	47,403	For
State Street	6,534,257	5,320	For
Two Seas Capital LP	4,603,881	0	For
GEODE CAPITAL MANAGEMENT, LLC	4,603,393	0	For
Irenic Capital Management LP	0	4,225,353	Against
LAKEWOOD CAPITAL MANAGEMENT, LP	4,094,581	0	For
Voss Capital, LP	3,168,641	0	For
Charles Schwab	2,491,201	0	For
AQR	2,418,109	0	For
DME Capital Management, LP	2,020,328	0	For
Vanguard	1,806,921	0	For
JENNISON ASSOCIATES LLC	1,680,521	9,210	For
Ananym Capital Management, LP	1,675,000	0	For
MELLON INVESTMENTS Corp	1,497,737	0	For
Northern Trust	1,473,849	16,785	For
Inherent Management Corp.	1,372,795	0	For
Point72	937,268	0	For

Institutional-manager reports, all 257 managers: 193,913,265 for, 6,173,649 against, 74 abstained, 1,197 not voted. Showing the 25 largest; see all in the interactive database.

6. 3. Ratification of the Appointment of the Company's Independent Registered Public Accounting Firm

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 2 wordings of this item as funds reported it.

99.9% Approved · of votes cast

FOR 99.9%

FOR: 267,310,915AGAINST: 223,069

Details: description as filed, official tally, votes by 76 asset managers

Description as filed by funds: RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2026.

Sotera Health Company’s own tally for this item (“3. Ratification of the Appointment of the Company's Independent Registered Public Accounting Firm”): 267,310,915 for, 223,069 against — passed, per its Form 8-K filed May 22, 2026 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “(3) ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026”
Support: 99.9% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 76 asset managers below reported 62,237,702 for, 36,736 abstained.

FOR

FOR: 62,237,702ABSTAIN: 36,736

Largest asset managers voting on “RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCA” at Sotera Health Company, 2025-2026
Asset manager	For	Vote
Vanguard	21,180,398	For
BlackRock	11,677,919	For
JANUS INVESTMENT FUND	5,911,302	For
T. Rowe Price	5,613,263	For
Fidelity	3,804,810	For
Charles Schwab	2,472,961	For
State Street	1,610,588	For
Dimensional	1,456,799	For
EXCHANGE TRADED CONCEPTS TRUST	988,508	For
Prudential/PGIM	965,598	For
First Trust	892,387	For
AQR	853,908	For
Jackson National	365,566	For
Equitable	333,571	For
TIAA	293,563	For
Northwestern Mutual	288,649	For
American Century	251,754	For
Invesco	245,347	For
HIGHLAND GLOBAL ALLOCATION FUND	240,468	For
John Hancock	219,125	For
AIG/SunAmerica	210,667	For
Nationwide	171,893	For
Columbia Threadneedle	171,079	For
Northern Trust	153,419	For
Bridge Builder Trust	139,894	For

Showing the 25 largest of 76 asset managers. See all 76 in the interactive database.

Largest Sotera Health Company shareholders voting in 2025-2026

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 285,166,994 shares outstanding at the time of that meeting.

Fund voting reports: top Sotera Health Company shareholders by shares voted on “To approve, on an advisory basis, the compensation of our named executive officers.”, 2025-2026
#	Asset manager	% of shares outstanding
1	Vanguard	7.43%
2	BlackRock	4.10%
3	JANUS INVESTMENT FUND	2.07%
4	T. Rowe Price	1.97%
5	Fidelity	1.33%
6	Charles Schwab	0.87%
7	State Street	0.56%
8	Dimensional	0.51%
9	EXCHANGE TRADED CONCEPTS TRUST	0.35%
10	Prudential/PGIM	0.34%

Institutional-manager reports: top Sotera Health Company shareholders by shares voted on “To approve, on an advisory basis, the compensation of our named executive officers.”, 2025-2026
#	Asset manager	% of shares outstanding
1	Darsana Capital Partners LP	9.12%
2	Sessa Capital IM, L.P.	8.08%
3	WARBURG PINCUS LLC	6.70%
4	Sculptor Capital LP	5.91%
5	Janus Henderson	5.80%
6	GTCR LLC	4.49%
7	Sachem Head Capital Management LP	4.08%
8	T. Rowe Price	3.24%
9	BlackRock	2.71%
10	State Street	2.29%

Reported Sotera Health Company holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

Sotera Health Company holdings and ownership disclosed for the 2025-2026 proxy season
Holder	% outstanding	Disclosure
Sessa Capital IM, L.P.	9.49%	13G
Darsana Capital Partners LP	8.77%	DEF14A
Sculptor Capital LP	8.42%	13G
BlackRock	7.31%	13F
Vanguard Group	6.74%	13F
James C. Neary	6.73%	DEF14A
Ruoxi Chen	6.73%	DEF14A
Robert B. Knauss	6.72%	DEF14A
Investment funds and entities affiliated with Warburg Pincus	6.70%	DEF14A
Sean L. Cunningham	4.49%	DEF14A

Percentages above are of 285,166,994 shares outstanding, as reported by Sotera Health Company on its Form 10-Q dated April 28, 2026 (see the filing on EDGAR). This is the count contemporaneous with the 2025-2026 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from Sotera Health Company’s 10-Q dated April 28, 2026. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At Sotera Health Company's shareholder meeting held May 21, 2026, in the 2025-2026 proxy season, 310 asset managers reported how they voted on 6 ballot items in their SEC Form N-PX filings, covering 2,303 separate fund positions. On the most widely held item on that ballot — To approve, on an advisory basis, the compensation of our named executive officers. — Sotera Health Company's filing reports the proposal as approved, with 98% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: Sotera Health Company's Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 22, 2026.

Sotera Health Company proxy season coverage: 2023-2024 · 2024-2025 · 2025-2026 (this page).

Download data (CSV): ballot items · votes by manager · column guide.