AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-3: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 5/6 · 31/10/2026
Moat—
Insufficient evidence for every rubric criterion; no category score is inferred.
structural advantage · 2/4 · Global sterilization facilities, validation support and lifetime equipment maintenance provide plausible differentiation and switching friction. The passages establish capabilities but not their exclusivity, relative economics or customer switching burden. Cancellable maintenance and competing service providers leave structural protection mixed.
durability · — · Lifetime support and validation involvement suggest relationships that could persist, but the catalog does not establish protected technology, enduring retention, switching difficulty or barriers to replication. Available operating growth cannot establish how long a competitive advantage would survive.
customer dependency · 2/4 · Equipment maintenance over its lifetime and support through product development and validation indicate meaningful operational involvement. Healthcare service and consumable growth supports continuing demand indirectly. Dependency on STERIS specifically remains unproven because maintenance is cancellable and named alternative providers exist.
erosion resilience · 2/4 · Repeated price benefits and growing service and consumable demand demonstrate some resistance to commercial pressure. Healthcare tariffs and inflation significantly offset improvements, while Life Sciences experienced inflation and lower productivity. These are mixed operating outcomes, without evidence that competitive protection itself has endured sustained erosion.
Pricing power50
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
realized pricing · 2/4 · Fiscal 2026 fourth-quarter Healthcare and AST results attribute operating-income benefits to improved price, separately identifying volume. Fiscal 2027 first-quarter Life Sciences also reports price improvement. Actual realization is demonstrated, but its magnitude, breadth and persistence are insufficiently quantified for a strong grade.
retention · 2/4 · Healthcare service and consumable revenue grew in both reported quarters, and equipment support extends over its lifetime. This is indirect evidence of repeat demand, not a measured retention rate. Penalty-free maintenance cancellation and competing providers limit the strength of the inference.
margin resilience · 2/4 · Fiscal 2026 gross profit grew faster than revenue, and AST fourth-quarter operating income increased with pricing support. However, tariffs and inflation significantly offset Healthcare gains, while Life Sciences faced inflation and lower productivity. Resilience is mixed and cannot be attributed solely to pricing.
contractual freedom · 2/4 · Standard terms allow discretionary blanket-order repricing when purchase commitments are missed. Accepted purchases use quoted prices, blanket orders permit bilateral termination on 90 days' notice, and signed agreements may override standard terms. This demonstrates bounded discretion rather than unrestricted company-wide repricing.
Predictability100
5 consecutive published annual periods. Equal weights: nondeclining revenue frequency; revenue-growth volatility (5–40pp); positive FCF frequency; FCF-margin volatility (3–20pp). Stability indicator, not a growth forecast.
- Nondeclining revenue years (%)
- 100.00
- Revenue growth volatility (pp)
- 1.98
- Positive FCF years (%)
- 100.00
- FCF margin volatility (pp)
- 3.21
- observedAnnualPeriods
- 5.00
Financial strength90
Equal-weight grades: debt/FCF (1–8x), net debt/earnings before interest and tax (0–5x), interest service (1–12x), current ratio (0.75–2x). Earnings use reported operating income, an original issuer-reported unadjusted EBIT reconciled to net income, income tax and signed net interest, or reported pretax profit plus reported gross interest expense. Reported EBIT is distinct from GAAP operating income and gross interest. Interest service uses earnings/interest expense; if unavailable, it uses reported operating cash flow/cash interest paid, without relabeling cash paid as accrued expense. Nonpositive cash flow/earnings score 0 for their service component; reported zero interest with a positive numerator scores 100. Net cash scores 100 for net leverage. Missing disclosures remain unavailable. General nonfinancial-company rubric, not a credit rating; exceptional and nonoperating gains are not normalized out. IFRS finance-cost and cash-flow classifications retain their reported scope.
- debtFcfGrade
- 85.91
- netDebtEbitGrade
- 72.92
- interestCoverageGrade
- 100.00
- currentRatioGrade
- 100.00
- Debt / FCF (x)
- 1.99
- Net debt / operating income (x)
- 1.35
- Interest coverage (x)
- 18.15
- Current ratio (x)
- 2.09
Capital allocation86
Three-year equal-weight indicators: pretax return on average invested capital (0–25%; equity + debt − cash, each year and its prior year), share-count growth (0–5%, lower better), share-based cost/revenue (2–20%, lower better), consolidated FCF/net income (0–1x). Return uses reported operating income, an original issuer-reported unadjusted EBIT reconciled to net income, income tax and signed net interest, or EBIT calculated from reported pretax profit plus reported gross interest expense; the issuer-reported EBIT is distinct from GAAP operating income and gross interest; exceptional/nonoperating gains are not normalized out. Share-based cost uses the reported cash-flow add-back or, if absent, separately reported recognized compensation expense; the latter never becomes an FCF adjustment. Nonpositive net income scores 0 for cash conversion; absent income/FCF stays unavailable. ROIC remains undefined for nonpositive invested capital; the explicit asset-return alternative does not change the ROIC chart. Missing financial inputs alone never trigger an alternative. Does not establish acquisition quality or buyback timing.
- 3-year pre-tax operating return (%)
- 10.57
- 3-year average dilution (%)
- -0.51
- 3-year average SBC / revenue (%)
- 1.06
- cashConversionGrade
- 100.00
Management69
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · Fiscal 2026 operating cash increased with approximately stable capital expenditure. June-quarter operating cash covered investment, distributions and net credit repayments despite declining year over year. Accelerator impairment and cumulative restructuring expense temper discipline; the new restructuring's expected spending has no demonstrated return yet.
incentive alignment · 3/4 · Delivered fiscal 2026 CEO incentives depended on adjusted EBIT and adjusted free cash flow. Half of variable LTIP opportunity used options priced at 110% of grant-date closing price with four-year vesting. Clawbacks and trading restrictions strengthen alignment, tempered by service-based restricted awards and unestablished executive ownership compliance.
execution · 3/4 · Fiscal 2026 revenue, operating income and operating cash generation improved, followed by higher June-quarter revenue and reported net income. These operating outcomes indirectly support strong execution. Accelerator impairment, recorded restructuring costs and lower quarterly cash generation are counterevidence; management's share-gain claims are not treated as verified.
governance · 3/4 · Disclosed board and committee independence, an independent chair, actual attendance above 75%, independent-director sessions and completed annual elections support strong governance practices. Approved pre-emption opt-out authority permits dilution discretion without demonstrating misuse. These disclosures do not establish exceptional oversight outcomes or protection against future failures.
Evidence
We offer various preventive maintenance programs and repair services to support the effective operation of capital equipment over its lifetime.
Fiscal 2026 Form 10-K, Healthcare services: lifetime equipment support · Filed 29/05/2026
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.
Fiscal 2026 Form 10-K, AST business: global facilities and integrated systems · Filed 29/05/2026
Our technical professionals support Customers in all phases of product development, materials testing, and process validation.
Fiscal 2026 Form 10-K, AST services: development, testing and validation support · Filed 29/05/2026
We also offer preventive maintenance and separately priced extended warranty agreements to our Customers, which require us to maintain and repair products over the duration of the contract.
Fiscal 2026 Form 10-K, revenue recognition: maintenance and extended warranty agreements · Filed 29/05/2026
Generally, these contract terms are cancellable without penalty and range from one to five years.
Fiscal 2026 Form 10-K, revenue recognition: maintenance contract cancellation and duration · Filed 29/05/2026
On a service line basis, competitors include BBraun, Crothall, Olympus and Pentax.
Fiscal 2026 Form 10-K, Healthcare competition: named service competitors · Filed 29/05/2026
This performance reflected 10% improvement in service revenue, 9% growth in consumable revenue, and a 1% increase in capital equipment revenue.
Fiscal 2027 first-quarter results, Healthcare: service, consumable and capital equipment revenue growth · Filed 05/08/2026
This performance reflected 9% improvement in service revenue, 7% growth in consumable revenue, and a 6% increase in capital equipment revenue.
Fiscal 2026 fourth-quarter results, Healthcare: service, consumable and capital equipment revenue growth · Filed 11/05/2026
Services Offered. We offer a wide range of sterilization modalities and an array of testing services that complement the manufacturing of single-use, sterile products.
Fiscal 2026 Form 10-K, AST services: sterilization modalities and testing · Filed 29/05/2026
Our facilities are located in regions with a concentration of medical device and pharmaceutical manufacturing throughout the Americas, Europe, and Asia.
Fiscal 2026 Form 10-K, AST facilities: geographic proximity to manufacturing · Filed 29/05/2026
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 and operations in one or a limited number of countries.
Fiscal 2026 Form 10-K, Healthcare competition: large global and smaller local competitors · Filed 29/05/2026
The Restructuring Plan includes a strategic shift in our approach to the Healthcare surgical business in Europe, as well as other actions including the impairment of an internally developed X-ray accelerator, product rationalizations and facility consolidations.
June 2026 Form 10-Q, restructuring: accelerator impairment and business changes · Filed 07/08/2026
The increase in operating income was primarily due to improved volume and price, which were significantly offset by tariffs and inflation.
Fiscal 2026 fourth-quarter results, Healthcare: realized price and volume benefits versus tariffs and inflation · Filed 11/05/2026
Segment operating income was $131.1 million in the fourth quarter of fiscal 2026, compared with operating income of $122.2 million in the same period last year.
Fiscal 2026 fourth-quarter results, AST: segment operating income comparison · Filed 11/05/2026
The operating income increase compared with the prior year primarily reflects improved price, which was partially offset by negative volume from capital equipment declines.
Fiscal 2026 fourth-quarter results, AST: realized pricing and capital equipment volume effects · Filed 11/05/2026
The increase in operating income reflects improvement in price and volume, somewhat offset by inflation and lower productivity.
Fiscal 2027 first-quarter results, Life Sciences: price, volume, inflation and productivity effects · Filed 05/08/2026
Unless otherwise specified in the Offer, or some other document signed by Seller, the terms and conditions of sale and installation set forth in this document (“Seller’s Terms”) apply to all Products and Services sold or provided by Seller.
Terms of sale, scope: offers and signed agreements may override standard terms; retrieved October 23, 2026 · Retrieved 23/10/2026
Customer acknowledges that any purchase order or other form of acceptance issued by Customer will result in a contract for the purchase of the Products or Services at the price quoted in the Offer.
Terms of sale, acceptance: purchases at quoted prices; retrieved October 23, 2026 · Retrieved 23/10/2026
Blanket Orders are terminable by either Party upon 90 days’ written notice.
Terms of sale, blanket orders: bilateral termination rights; retrieved October 23, 2026 · Retrieved 23/10/2026
Satisfying purchase commitments in the Blanket Order Agreement Schedule Release Form is a material condition to receiving preferred pricing, if any, in the Blanket Order.
Terms of sale, blanket orders: purchase commitments condition preferred pricing; retrieved October 23, 2026 · Retrieved 23/10/2026
If Customer fails to satisfy the purchase commitment, Seller may adjust pricing at its discretion or terminate the Blanket Order immediately upon written notice.
Terms of sale, blanket orders: discretionary repricing after unmet commitments; retrieved October 23, 2026 · Retrieved 23/10/2026
(Unaudited - In millions, except per share data)
Three Months Ended March 31,
Twelve Months Ended March 31,
2026
2025
2026
2025
Revenues
$
1,588.4
$
1,480.5
$
5,935.9
$
5,459.5
Cost of revenues
891.3
839.3
3,309.4
3,056.8
Gross profit
697.1
641.2
2,626.5
2,402.8
Operating expenses:
Selling, general, and administrative
Fiscal 2026 results, statements of operations: revenue and gross profit, periods and units · Filed 11/05/2026
Amortization of inventory and property "step up" to fair value
1.1
1.3
5.0
5.4
Restructuring charges
0.4
29.2
3.4
62.3
Illinois EO litigation settlement
—
48.2
—
48.2
Income from operations
$
316.8
$
216.1
$
1,101.8
$
866.6
STERIS plc
Consolidated Condensed Statements of Cash Flows
(Unaudited - In millions)
Twelve Months Ended March 31,
2026
2025
Operating activities:
Net income
$
785.1
$
616.1
Non-cash items
529.1
465.5
Changes in operating assets and liabilities
27.2
66.5
Net cash provided by operating activities
1,341.4
1,148.1
Investing activities:
Purchases of property, plant, equipment, and intangibles
(369.0)
(370.1)
Proceeds from the sale of property, plant, equipment, and intangibles
10.5
9.2
Proceeds from the sale of businesses
—
814.6
Purchases of investments
(134.0)
(10.8)
Acquisition of businesses, net of cash acquired
(20.1)
(54.1)
Net cash (used in) provided by investing activities
(512.5)
388.8
Financing activities:
Payments on term loans
—
(638.1)
Payments on Private Placement Senior Notes
(125.0)
(80.0)
Proceeds (payments) under credit facilities, net
3.0
(446.3)
Deferred financing fees and debt issuance costs
—
(2.3)
Acquisition related deferred or contingent consideration
(0.4)
(0.4)
Repurchases of ordinary shares
(235.5)
(211.3)
Cash dividends paid to ordinary shareholders
(241.8)
(219.9)
Distributions to noncontrolling interest
(1.4)
(2.1)
Contributions from noncontrolling interest
—
2.5
Stock option and other equity transactions, net
32.9
25.5
Net cash used in financing activities
(568.2)
(1,572.4)
Effect of exchange rate changes on cash and cash equivalents
7.2
0.2
Increase (decrease) in cash and cash equivalents
267.9
(35.3)
Cash and cash equivalents at beginning of period
Fiscal 2026 results: operating income, restructuring and litigation charges, annual cash flows and units · Filed 11/05/2026
Three Months Ended June 30,
2026
2025
Operating activities:
(Unaudited)
(Unaudited)
Net income
$
201.0
$
178.0
Non-cash items
148.3
145.8
Changes in operating assets and liabilities
17.7
96.2
Net cash provided by operating activities
367.1
420.0
Investing activities:
Purchases of property, plant, equipment, and intangibles
(87.5)
(93.6)
Proceeds from the sale of property, plant, equipment, and intangibles
—
0.1
Purchases of investments
(5.0)
—
Acquisition of businesses, net of cash acquired
(16.0)
(15.0)
Net cash used in investing activities
(108.5)
(108.5)
Financing activities:
Payments on Private Placement Senior Notes
—
(125.0)
Payments under credit facilities, net
(37.8)
(30.5)
Acquisition related deferred or contingent consideration
(0.1)
(0.1)
Repurchases of ordinary shares
(115.5)
(10.6)
Cash dividends paid to ordinary shareholders
(61.4)
(56.2)
Stock option and other equity transactions, net
1.3
9.3
Net cash used in financing activities
(213.5)
(213.1)
Effect of exchange rate changes on cash and cash equivalents
(2.3)
9.6
Increase in cash and cash equivalents
42.8
108.0
Cash and cash equivalents at beginning of period
439.6
171.7
Cash and cash equivalents at end of period
$
482.3
$
279.7
The following table presents a financial measure which is considered to be "non-GAAP financial measures" under Securities Exchange Commission rules.
Fiscal 2027 first-quarter results: cash flows for the three months ended June 30, 2026 and 2025 · Filed 05/08/2026
(in millions, except per share data)
Three Months Ended June 30,
2026
2025
Fiscal 2027 first-quarter results: financial statement units in millions, except per-share data · Filed 05/08/2026
Total pre-tax restructuring expense of $110.1 million has been recorded relating to the Restructuring Plan since inception, of which $33.9 million has been recorded in Cost of revenues.
June 2026 Form 10-Q, restructuring: cumulative expense · Filed 07/08/2026
The Company currently expects to incur total pre-tax restructuring charges of approximately $55 million to $70 million, consisting of approximately $40 million to $50 million of cash expenditures and approximately $15 million to $20 million of non-cash charges.
August 2026 results release: expected charges and cash expenditures for new restructuring · Filed 05/08/2026
Our 2026 compensation programs were intended to reward our CEO for generating value for our shareholders, as demonstrated by the following:
•
90.3% of total compensation delivered to our CEO was variable;
•
100% of annual incentive compensation delivered to our CEO was tied to annual financial performance measures based on Adjusted EBIT and Adjusted free cash flow (“FCF”), paying out an aggregate amount of $1,725,007 at 125.1% of target for fiscal 2026 with no adjustments based upon personal achievement (see the section titled “2026 Compensation Decisions – STERIS Annual Incentive Compensation (Cash Bonus)” for more information on the calculation and definition of these metrics under the bonus plan);
•
50% of variable Long-Term Incentive Plan (“LTIP”) opportunity was delivered to our CEO in the form of premium-price stock options, subject to an exercise price equal to 110% of the closing price per share of our Ordinary Shares on the grant date and pro-rata four-year vesting conditions; and
June 2026 proxy, fiscal 2026 CEO compensation: delivered incentives and premium-price options · Filed 11/06/2026
● ● ● ● ● ● ● ● 〇
89%
Notice of Annual Meeting of Shareholders and 2026 Proxy Statement 5
Table of Contents
Proxy Summary: Governance Highlights
Governance Highlights
•
Strong Board independence (all but one of our directors and director nominees are independent);
•
All members of the Audit, Compensation and Organization Development and Nominating and Governance Committees are independent;
•
Annual election of directors;
•
Board conducts annual self-evaluation;
•
Independent non-employee Chairman of the Board; if the Company does not have an independent Chairman, a lead independent director will preside over executive sessions of independent directors (which will occur at least every other regularly scheduled Board meeting);
•
Robust stock ownership guidelines for non-employee directors, officers and other key employees;
•
Clawback policies applicable in specified situations to incentive compensation and equity awards;
•
No hedging or pledging or short sales of our shares is permitted by our directors, officers or employees;
•
Annual compensation risk assessment;
•
Incentive-based compensation programs linked to Company performance; and
•
No shareholder rights plan (Poison Pill).
June 2026 proxy, governance highlights: independence, clawbacks, trading restrictions and annual elections · Filed 11/06/2026
Restricted stock and restricted stock unit awards made in fiscal 2024 and beyond generally cliff vest on the third anniversary of the grant date if the recipient remains in continuous employment through that date.
June 2026 proxy, equity awards: service-based restricted award vesting · Filed 11/06/2026
30 Notice of Annual Meeting of Shareholders and 2026 Proxy Statement
Table of Contents
Board of Directors Information: Board Meetings and Committees
Meetings
Each incumbent director attended more than 75% in the aggregate of all meetings of the Board of Directors and the Committees on which they served while in office during fiscal 2026.
June 2026 proxy, board meetings: actual fiscal 2026 attendance · Filed 11/06/2026
During fiscal 2026, the independent Directors met in executive session four times.
June 2026 proxy, governance: actual independent-director executive sessions · Filed 11/06/2026
1.
The shareholders elected the nominees named below to the Board, each for a one-year term, and the results of the vote were as follows:
Nominee
Votes for
Votes
against
Abstentions
Broker
non-votes
Dr.
August 2026 Form 8-K, annual meeting results: completed one-year director elections · Filed 06/08/2026
The shareholders approved the proposal to approve the renewal of the Board’s authority to opt-out of statutory pre-emption rights under Irish law regarding the issuance of shares for cash, by the following votes:
Votes for
86,256,858
Votes against
3,483,603
Abstentions
168,743
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
August 2026 Form 8-K, annual meeting results: approved pre-emption opt-out authority · Filed 06/08/2026
Total revenue for the first quarter of fiscal 2027 increased 7% to $1.5 billion compared with $1.4 billion in the first quarter of fiscal 2026.
Fiscal 2027 first-quarter results: total revenue comparison · Filed 05/08/2026
As reported, net income for the first quarter was $200.1 million, or $2.04 per diluted share, compared with net income of $177.4 million, or $1.79 per diluted share, in the first quarter of fiscal 2026.
Fiscal 2027 first-quarter results: reported net income and diluted EPS comparison · Filed 05/08/2026
