<SEC-DOCUMENT>0001999371-25-017535.txt : 20251112
<SEC-HEADER>0001999371-25-017535.hdr.sgml : 20251112
<ACCEPTANCE-DATETIME>20251112162538
ACCESSION NUMBER:		0001999371-25-017535
CONFORMED SUBMISSION TYPE:	SCHEDULE 13G/A
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20251112
DATE AS OF CHANGE:		20251112

SUBJECT COMPANY:	

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			Sotera Health Co
		CENTRAL INDEX KEY:			0001822479
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-MISC HEALTH & ALLIED SERVICES, NEC [8090]
		ORGANIZATION NAME:           	08 Industrial Applications and Services
		EIN:				473531161
		STATE OF INCORPORATION:			DE
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SCHEDULE 13G/A
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	005-92191
		FILM NUMBER:		251473195

	BUSINESS ADDRESS:	
		STREET 1:		9100 SOUTH HILLS BLVD, SUITE 300
		CITY:			BROADVIEW HEIGHTS
		STATE:			OH
		ZIP:			44147
		BUSINESS PHONE:		440-262-1410

	MAIL ADDRESS:	
		STREET 1:		9100 SOUTH HILLS BLVD, SUITE 300
		CITY:			BROADVIEW HEIGHTS
		STATE:			OH
		ZIP:			44147

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	Sotera Health Topco, Inc.
		DATE OF NAME CHANGE:	20200824

FILED BY:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			WARBURG PINCUS & CO.
		CENTRAL INDEX KEY:			0000929408
		STANDARD INDUSTRIAL CLASSIFICATION:	UNKNOWN SIC - 0000 [0000]
		ORGANIZATION NAME:           	
		EIN:				136358475
		STATE OF INCORPORATION:			NY
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		SCHEDULE 13G/A

	BUSINESS ADDRESS:	
		STREET 1:		450 LEXINGTON AVENUE
		STREET 2:		NEW YORK
		CITY:			NY
		STATE:			NY
		ZIP:			100173147
		BUSINESS PHONE:		2128780600

	MAIL ADDRESS:	
		STREET 1:		450 LEXINGTON AVENUE
		STREET 2:		NEW YORK
		CITY:			NY
		STATE:			NY
		ZIP:			100173147

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	WARBURG PINCUS & CO
		DATE OF NAME CHANGE:	19940901
</SEC-HEADER>
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<SEQUENCE>1
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      <amendmentNo>4</amendmentNo>
      <securitiesClassTitle>Common Stock, par value $0.01 per share</securitiesClassTitle>
      <eventDateRequiresFilingThisStatement>11/10/2025</eventDateRequiresFilingThisStatement>
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        <issuerName>Sotera Health Co</issuerName>
        <issuerCusip>83601L102</issuerCusip>
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          <com:street1>9100 South Hills Blvd, Suite 300</com:street1>
          <com:city>Broadview Heights</com:city>
          <com:stateOrCountry>OH</com:stateOrCountry>
          <com:zipCode>44147</com:zipCode>
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      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the U.S. Securities and Exchange Commission ("Commission") on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Securities Exchange Act of 1934, as amended (the "Exchange Act")) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
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      <reportingPersonName>WARBURG PINCUS PRIVATE EQUITY XI, L.P.</reportingPersonName>
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      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
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      <reportingPersonName>WARBURG PINCUS XI PARTNERS, L.P.</reportingPersonName>
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      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
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      <reportingPersonName>WARBURG PINCUS PRIVATE EQUITY XI-B, L.P.</reportingPersonName>
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      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
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      <reportingPersonName>WARBURG PINCUS PRIVATE EQUITY XI-C, L.P.</reportingPersonName>
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      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
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      <reportingPersonName>BULL CO-INVEST L.P.</reportingPersonName>
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      <comments>(1) (1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
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      <reportingPersonName>WARBURG PINCUS XI, L.P.</reportingPersonName>
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      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
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      <reportingPersonName>WP GLOBAL LLC</reportingPersonName>
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      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
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      <reportingPersonName>WARBURG PINCUS PARTNERS II, L.P.</reportingPersonName>
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      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
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      <reportingPersonName>WARBURG PINCUS PARTNERS GP LLC.</reportingPersonName>
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      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
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      <reportingPersonName>WARBURG PINCUS &amp; CO.</reportingPersonName>
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      <classPercent>25.7</classPercent>
      <typeOfReportingPerson>PN</typeOfReportingPerson>
      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
    </coverPageHeaderReportingPersonDetails>
    <coverPageHeaderReportingPersonDetails>


      <reportingPersonName>WARBURG PINCUS (CAYMAN) XI, L.P.</reportingPersonName>
      <memberGroup>b</memberGroup>
      <citizenshipOrOrganization>E9</citizenshipOrOrganization>
      <reportingPersonBeneficiallyOwnedNumberOfShares>
        <soleVotingPower>0.00</soleVotingPower>
        <sharedVotingPower>73038253.00</sharedVotingPower>
        <soleDispositivePower>0.00</soleDispositivePower>
        <sharedDispositivePower>43822952.00</sharedDispositivePower>
      </reportingPersonBeneficiallyOwnedNumberOfShares>
      <reportingPersonBeneficiallyOwnedAggregateNumberOfShares>73038253.00</reportingPersonBeneficiallyOwnedAggregateNumberOfShares>
      <aggregateAmountExcludesCertainSharesFlag>N</aggregateAmountExcludesCertainSharesFlag>
      <classPercent>25.7</classPercent>
      <typeOfReportingPerson>PN</typeOfReportingPerson>
      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
    </coverPageHeaderReportingPersonDetails>
    <coverPageHeaderReportingPersonDetails>


      <reportingPersonName>WARBURG PINCUS XI-C, LLC.</reportingPersonName>
      <memberGroup>b</memberGroup>
      <citizenshipOrOrganization>DE</citizenshipOrOrganization>
      <reportingPersonBeneficiallyOwnedNumberOfShares>
        <soleVotingPower>0.00</soleVotingPower>
        <sharedVotingPower>73038253.00</sharedVotingPower>
        <soleDispositivePower>0.00</soleDispositivePower>
        <sharedDispositivePower>43822952.00</sharedDispositivePower>
      </reportingPersonBeneficiallyOwnedNumberOfShares>
      <reportingPersonBeneficiallyOwnedAggregateNumberOfShares>73038253.00</reportingPersonBeneficiallyOwnedAggregateNumberOfShares>
      <aggregateAmountExcludesCertainSharesFlag>N</aggregateAmountExcludesCertainSharesFlag>
      <classPercent>25.7</classPercent>
      <typeOfReportingPerson>OO</typeOfReportingPerson>
      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
    </coverPageHeaderReportingPersonDetails>
    <coverPageHeaderReportingPersonDetails>


      <reportingPersonName>WARBURG PINCUS PARTNERS II (CAYMAN), L.P.</reportingPersonName>
      <memberGroup>b</memberGroup>
      <citizenshipOrOrganization>E9</citizenshipOrOrganization>
      <reportingPersonBeneficiallyOwnedNumberOfShares>
        <soleVotingPower>0.00</soleVotingPower>
        <sharedVotingPower>73038253.00</sharedVotingPower>
        <soleDispositivePower>0.00</soleDispositivePower>
        <sharedDispositivePower>43822952.00</sharedDispositivePower>
      </reportingPersonBeneficiallyOwnedNumberOfShares>
      <reportingPersonBeneficiallyOwnedAggregateNumberOfShares>73038253.00</reportingPersonBeneficiallyOwnedAggregateNumberOfShares>
      <aggregateAmountExcludesCertainSharesFlag>N</aggregateAmountExcludesCertainSharesFlag>
      <classPercent>25.7</classPercent>
      <typeOfReportingPerson>PN</typeOfReportingPerson>
      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
    </coverPageHeaderReportingPersonDetails>
    <coverPageHeaderReportingPersonDetails>


      <reportingPersonName>WARBURG PINCUS (BERMUDA) PRIVATE EQUITY GP LTD.</reportingPersonName>
      <memberGroup>b</memberGroup>
      <citizenshipOrOrganization>D0</citizenshipOrOrganization>
      <reportingPersonBeneficiallyOwnedNumberOfShares>
        <soleVotingPower>0.00</soleVotingPower>
        <sharedVotingPower>73038253.00</sharedVotingPower>
        <soleDispositivePower>0.00</soleDispositivePower>
        <sharedDispositivePower>43822952.00</sharedDispositivePower>
      </reportingPersonBeneficiallyOwnedNumberOfShares>
      <reportingPersonBeneficiallyOwnedAggregateNumberOfShares>73038253.00</reportingPersonBeneficiallyOwnedAggregateNumberOfShares>
      <aggregateAmountExcludesCertainSharesFlag>N</aggregateAmountExcludesCertainSharesFlag>
      <classPercent>25.7</classPercent>
      <typeOfReportingPerson>PN</typeOfReportingPerson>
      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
    </coverPageHeaderReportingPersonDetails>
    <coverPageHeaderReportingPersonDetails>


      <reportingPersonName>WARBURG PINCUS LLC</reportingPersonName>
      <memberGroup>b</memberGroup>
      <citizenshipOrOrganization>DE</citizenshipOrOrganization>
      <reportingPersonBeneficiallyOwnedNumberOfShares>
        <soleVotingPower>0.00</soleVotingPower>
        <sharedVotingPower>73038253.00</sharedVotingPower>
        <soleDispositivePower>0.00</soleDispositivePower>
        <sharedDispositivePower>43822952.00</sharedDispositivePower>
      </reportingPersonBeneficiallyOwnedNumberOfShares>
      <reportingPersonBeneficiallyOwnedAggregateNumberOfShares>73038253.00</reportingPersonBeneficiallyOwnedAggregateNumberOfShares>
      <aggregateAmountExcludesCertainSharesFlag>N</aggregateAmountExcludesCertainSharesFlag>
      <classPercent>25.7</classPercent>
      <typeOfReportingPerson>OO</typeOfReportingPerson>
      <comments>(1) As more fully described in Item 4 of this Amendment No. 4 to Schedule 13G, the WP Investors are party to a Stockholders Agreement with the GTCR Investors and certain other holders of Common Stock of the Issuer. The WP Investors, together with the GTCR Investors, hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), of which 29,215,301 shares of Common Stock are publicly reported as being owned by the GTCR Investors in such entities' Form 4, filed with the Commission on November 12, 2025. Although the WP Reporting Persons may be deemed to beneficially own the Common Stock held as of record by the GTCR Investors as a result of the Stockholders Agreement, each WP Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock other than the shares of Common Stock of the Issuer owned of record by such WP Reporting Person. The percentages herein have been determined in accordance with footnote 2 below. Capitalized terms used herein are defined in Items 2(a) or 4 below.

(2) Calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</comments>
    </coverPageHeaderReportingPersonDetails>
    <items>
      <item1>
        <issuerName>Sotera Health Co</issuerName>
        <issuerPrincipalExecutiveOfficeAddress>9100 South Hills Blvd, Suite 300 Broadview Heights, OH 44147</issuerPrincipalExecutiveOfficeAddress>
      </item1>
      <item2>
        <filingPersonName>This Amendment No. 4 to Schedule 13G is being filed jointly by Warburg Pincus XI, L.P., a Delaware limited partnership ("WP XI GP"), is the general partner of each of (i) Warburg Pincus Private Equity XI, L.P. ("WP XI"), (ii) Warburg Pincus Private Equity XI-B, L.P. ("WP XI-B"), (iii) WP XI Partners, L.P. ("WP XI Partners") and (iv) Warburg Pincus XI Partners, L.P. ("Warburg Pincus XI Partners"). WP Global LLC ("WP Global"), is the general partner of WP XI GP. Warburg Pincus Partners II, L.P. ("WPP II"), is the managing member of WP Global. Warburg Pincus Partners GP LLC ("WPP GP LLC"), is the general partner of WPP II. Warburg Pincus &amp; Co. ("WP"), is the managing member of WPP GP LLC. Warburg Pincus (Cayman) XI, L.P. ("WP XI Cayman GP"), is the general partner of Warburg Pincus Private Equity XI-C, L.P. ("WP XI-C" and, together with WP XI, WP XI-B, WP XI Partners and Warburg Pincus XI Partners, the "WP XI Funds"). The WP XI Funds, Bull Co-Invest, Bull Holdco, WP Global, WPP II, WPP GP LLC, WP XI Cayman GP, WP XI-C LLC, WPP II Cayman, WP Bermuda GP, WP Bull Manager, WP LLC and WP are collectively referred to herein as the "Warburg Pincus Entities."

Warburg Pincus XI-C, LLC ("WP XI-C LLC"), is the general partner of WP XI Cayman GP. Warburg Pincus Partners II (Cayman), L.P. ("WPP II Cayman"), is the managing member of WP XI-C LLC. Warburg Pincus (Bermuda) Private Equity GP Ltd. ("WP Bermuda GP"), is the general partner of WPP II Cayman. WP Bull Manager LLC ("WP Bull Manager"), is the general partner of Bull Co-Invest. WP is managing member of WP Bull Manager. Warburg Pincus LLC, a New York limited liability company ("WP LLC"), is the manager of the WP XI Funds. The WP XI Funds share limited partnership ownership in Bull Holdco on a pro rata basis in accordance with their respective numbers of Contributed Shares. The WP XI Funds, Bull Co-Invest, WP XI-C, WP XI LP, WP Global, WPP II, WPP GP LLC, WP Cayman, Warburg Pincus XI-C, WPP II Cayman, Warburg Pincus (Bermuda), WP Bull Manager, WP LLC and WP are collectively referred to herein as the "Warburg Pincus Reporting Persons or WP Investors."</filingPersonName>
        <principalBusinessOfficeOrResidenceAddress>Warburg Pincus Reporting Persons is 450 Lexington Avenue, New York, New York 10017</principalBusinessOfficeOrResidenceAddress>
        <citizenship>See Item 2(a).</citizenship>
      </item2>
      <item3>
        <notApplicableFlag>Y</notApplicableFlag>
      </item3>
      <item4>
        <amountBeneficiallyOwned>The information required by Items 4(a)-(c) is set forth in Rows 5-11 of the cover page hereto for each Warburg Pincus Reporting Person and is incorporated herein by reference for each such Warburg Pincus Reporting Person.

On November 19, 2020, (i) the Issuer, (ii) Warburg Pincus Private Equity XI, L.P., Warburg Pincus Private Equity XI_B, L.P., Warburg Pincus Private Equity XI-C, L.P., WP XI Partners, L.P. and Bull Co-Invest (collectively, the "Warburg Pincus Sponsors"), (iii) GTCR Fund XI/A LP, GTCR Fund XI/C LP, and GTCR Co-Invest XI LP. (collectively, the "GTCR Funds") and (iv) certain other holders of Common Stock of the issuer ( the "Other Investors"), entered into a Stockholders Agreement (the "Stockholders Agreement"). The Stockholders Agreement sets forth certain governance arrangements with respect to the Issuer, transfer restrictions on Other Investors and indemnification matters. Pursuant to the Stockholders Agreement, each of the Warburg Pincus Sponsors and the GTCR Funds has agreed to vote the shares of Common Stock of the Issuer that each holds of record in a certain manner on matters related to the election of certain directors appointed by the Warburg Pincus Sponsors and the GTCR Sponsors. The Warburg Pincus Sponsors and the GTCR Sponsors hold an aggregate total of 73,038,253 shares of Common Stock of the Issuer (approximately 25.7% of the outstanding shares of Common Stock of the Issuer), including 29,215,301 shares of Common Stock of the Issuer that are publicly reported as being owned by the GTCR Sponsors and 43,822,952 shares of Common Stock of the Issuer that are publicly reported as being owned by the Warburg Pincus Reporting Persons. The Warburg Pincus Reporting Persons are not entitled to any rights as a shareholder of the Issuer with respect to the shares of Common Stock of the Issuer beneficially owned by the Other Investors or the GTCR Sponsors except as expressly set forth in the Stockholders Agreement and the Warburg Pincus Reporting Persons do not have dispositive power over the Common Stock owned by the GTCR Sponsors. Each Warburg Pincus Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock of the Issuer other than the shares of Common Stock of the Issuer owned of record by such Warburg Pincus Reporting Person. The number of shares of Common Stock of the Issuer owned by each Warburg Pincus Reporting Person as set forth in Rows 5 - 11 of their respective cover pages to this Schedule 13G does not reflect the aggregate shares of Common Stock of the Issuer owned by the Other Investors.

The aggregate total of 29,215,301 shares of Common Stock of the Issuer indicated in this Amendment No. 4 to Schedule 13G as being beneficially owned by the GTCR Sponsors is derived from the GTCR Sponsors' Form 4, filed with the Commission on November 12, 2025, and is not purported to be an accurate representation of the GTCR Sponsors' beneficial ownership as of the date of this Amendment No. 4 to Schedule 13G. The GTCR Sponsors are responsible for reporting their beneficial ownership of shares of Common Stock of the Issuer on their own behalf, and the Warburg Pincus Reporting Persons disclaim responsibility for reporting the shares of Common Stock of the Issuer beneficially owned by the GTCR Sponsors.</amountBeneficiallyOwned>
        <classPercent>The percentages used herein are calculated based on 284,093,929 shares of Common Stock outstanding as of October 28, 2025 as reported on the Issuer's final prospectus reported on Form 424B7, filed on November 7, 2025.</classPercent>
        <numberOfSharesPersonHas>
          <solePowerOrDirectToVote>0.00</solePowerOrDirectToVote>
          <sharedPowerOrDirectToVote>73,038,253</sharedPowerOrDirectToVote>
          <solePowerOrDirectToDispose>0.00</solePowerOrDirectToDispose>
          <sharedPowerOrDirectToDispose>43,822,952</sharedPowerOrDirectToDispose>
        </numberOfSharesPersonHas>
      </item4>
      <item5>
        <notApplicableFlag>N</notApplicableFlag>
        <classOwnership5PercentOrLess>Y</classOwnership5PercentOrLess>
      </item5>
      <item6>
        <notApplicableFlag>N</notApplicableFlag>
        <ownershipMoreThan5PercentOnBehalfOfAnotherPerson>Other than as set forth herein, no other person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, in excess of 5% of the total outstanding Common Stock.</ownershipMoreThan5PercentOnBehalfOfAnotherPerson>
      </item6>
      <item7>
        <notApplicableFlag>Y</notApplicableFlag>
      </item7>
      <item8>
        <notApplicableFlag>N</notApplicableFlag>
        <identificationAndClassificationOfGroupMembers>(1) The Warburg Pincus Reporting Persons are making this single, joint filing because they may be deemed to constitute a "group" within the meaning of the Exchange Act. The joint filing agreement among the Warburg Pincus Reporting Persons to file this Amendment No. 4 to Schedule 13G jointly in accordance with Rule 13d-1(k) of the Exchange Act is incorporated by reference as Exhibit 99.1.

(2) Each Warburg Pincus Reporting Person expressly disclaims beneficial ownership (within the meaning of Rule 13d-3 of the Exchange Act) with respect to any shares of Common Stock of the Issuer other than the shares of Common Stock of the issuer owned of record by such Warburg Pincus Reporting Person.</identificationAndClassificationOfGroupMembers>
      </item8>
      <item9>
        <notApplicableFlag>Y</notApplicableFlag>
      </item9>
      <item10>
        <notApplicableFlag>Y</notApplicableFlag>
      </item10>
    </items>
    <exhibitInfo>Exhibit 99.1 Agreement of Joint Filing as required by Rule 13d-1(k)(1) under the Act.*

* Incorporated herein by reference to the Agreement of Joint Filing by Warburg Pincus Private Equity XI, L.P., Warburg Pincus XI Partners, L.P., Warburg Pincus Private Equity XI-B, L.P., WP XI Partners, L.P., Warburg Pincus Private Equity XI-C, L.P., Bull Co-Invest L.P., Warburg Pincus XI, L.P., WP Global LLC, Warburg Pincus Partners II, L.P., Warburg Pincus Partners GP LLC, Warburg Pincus &amp; Co., Warburg Pincus (Cayman) XI, L.P., Warburg Pincus XI-C, LLC, Warburg Pincus Partners II (Cayman), L.P., Warburg Pincus (Bermuda) Private Equity GP LTD., and Warburg Pincus LLC ("Warburg Pincus Funds") dated as of February 14, 2022, which was previously filed with the Commission as Exhibit 99.1 to Amendment No. 1 to Schedule 13G filed by the Warburg Pincus Funds on February 14, 2022 with respect to the shares of common stock of Sotera Health Co.</exhibitInfo>
    <signatureInformation>
      <reportingPersonName>WP XI Partners, L.P.</reportingPersonName>
      <signatureDetails>
        <signature>/s/ Warburg Pincus XI, L.P.</signature>
        <title>Warburg Pincus XI, L.P / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ WP Global LLC</signature>
        <title>WP Global LLC / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus Partners II, L.P.</signature>
        <title>Warburg Pincus Partners II, L.P. / Managing Member</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus Partners GP LLC</signature>
        <title>Warburg Pincus Partners GP LLC / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus &amp; Co.</signature>
        <title>Warburg Pincus &amp; Co. / Managing Member</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Harsha Marti</signature>
        <title>Harsha Marti / Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
    </signatureInformation>
    <signatureInformation>
      <reportingPersonName>WARBURG PINCUS PRIVATE EQUITY XI, L.P.</reportingPersonName>
      <signatureDetails>
        <signature>/s/ Harsha Marti</signature>
        <title>Harsha Marti, Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ WP Global LLC</signature>
        <title>WP Global LLC / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus Partners II, L.P.</signature>
        <title>Warburg Pincus Partners II, L.P. / Managing Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus Partners GP LLC</signature>
        <title>Warburg Pincus Partners GP LLC / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus &amp; Co.</signature>
        <title>Warburg Pincus &amp; Co. / Managing Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Harsha Marti</signature>
        <title>Harsha Marti / Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
    </signatureInformation>
    <signatureInformation>
      <reportingPersonName>WARBURG PINCUS XI PARTNERS, L.P.</reportingPersonName>
      <signatureDetails>
        <signature>/s/ Warburg Pincus XI, L.P.</signature>
        <title>Warburg Pincus XI, L.P. / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ WP Global LLC</signature>
        <title>WP Global LLC / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus Partners II, L.P.</signature>
        <title>Warburg Pincus Partners II, L.P. / Managing Member</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus Partners GP LLC</signature>
        <title>Warburg Pincus Partners GP LLC / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus &amp; Co.</signature>
        <title>Warburg Pincus &amp; Co. / Managing Member</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Harsha Marti</signature>
        <title>Harsha Marti / Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
    </signatureInformation>
    <signatureInformation>
      <reportingPersonName>WARBURG PINCUS PRIVATE EQUITY XI-B, L.P.</reportingPersonName>
      <signatureDetails>
        <signature>/s/ Warburg Pincus XI, L.P.</signature>
        <title>Warburg Pincus XI, L.P. / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ WP Global LLC</signature>
        <title>WP Global LLC / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus Partners II, L.P.</signature>
        <title>Warburg Pincus Partners II, L.P. / Managing Member</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus Partners GP LLC</signature>
        <title>Warburg Pincus Partners GP LLC / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus &amp; Co.</signature>
        <title>Warburg Pincus &amp; Co. / Managing Member</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Harsha Marti</signature>
        <title>Harsha Marti / Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
    </signatureInformation>
    <signatureInformation>
      <reportingPersonName>WARBURG PINCUS PRIVATE EQUITY XI-C, L.P.</reportingPersonName>
      <signatureDetails>
        <signature>/s/ Warburg Pincus (Cayman) XI, L.P.</signature>
        <title>Warburg Pincus (Cayman) XI, L.P. / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus XI-C, LLC</signature>
        <title>Warburg Pincus XI-C, LLC / General Partner</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus Partners II (Cayman), L.P.</signature>
        <title>Warburg Pincus Partners II (Cayman), L.P. / Managing Member</title>
        <date>11/12/2025</date>
      </signatureDetails>
      <signatureDetails>
        <signature>/s/ Warburg Pincus (Bermuda) Private Equity GP Ltd.</signature>
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