Mirion Technologies, Inc. — Director's Dealing 2024

Nov 14, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Mirion Technologies, Inc. (MIR)
CIK: 0001809987
Period of Report: 2024-11-12

Reporting Person: Kingsley Lawrence D (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2024-11-12	Class A Common Stock	C	1050000	—	Acquired	1103310	Direct
2024-11-12	Class A Common Stock	G	1050000	—	Disposed	53310	Direct
2024-11-12	Class A Common Stock	G	1050000	—	Acquired	4200000	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-11-12	Sponsor Units	$	C	1050000	Disposed		Class A Common Stock (1050000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	150000	Indirect
Class A Common Stock	350000	Indirect

Footnotes

F1: Sponsor Units represent membership interests in GS Sponsor II, LLC, a Delaware limited liability company ("Sponsor"). The Sponsor Units held by the Reporting Person were subject to both service- and performance-vesting conditions. 1,050,000 Sponsor Units satisfied the performance vesting conditions on November 12, 2024 when the volume weighted average price per share of Class A Common Stock of the Issuer met or exceeded $14.00 for at least 20 trading days in a 30 consecutive trading day period; the service vesting condition was previously satisfied. The Sponsor, of which the Reporting Person is a non-managing member, completed a pro rata distribution of Class A Common Stock to holders of Sponsor Units, including the Reporting Person, on November 13, 2024.

F2: On November 13, 2024, the Reporting Person transferred 1,050,000 shares of Class A Common Stock of the Issuer to the Lawrence D. Kingsley Revocable Trust for no consideration.

F3: Reflects shares of Class A Common Stock of the Issuer held by the Lawrence D. Kingsley 2015 Family Irrevocable Trust. Members of the Reporting Person's immediate family are beneficial holders of the Lawrence D. Kingsley 2015 Family Irrevocable Trust, and the Reporting Person may be deemed to exercise voting and investment power over such shares of Class A Common Stock. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

F4: Reflects shares of Class A Common Stock held by the Diane Kingsley Revocable Trust. Members of the Reporting Person's immediate family are beneficial holders of the Diane Kingsley Revocable Trust, and the Reporting Person may be deemed to exercise voting and investment power over such shares of Class A Common Stock. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.