Mirion Technologies, Inc. — Director's Dealing 2024

Mar 6, 2024

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Mirion Technologies, Inc. (MIR)
CIK: 0001809987
Period of Report: 2024-02-28

Reporting Person: Lee Emmanuelle (Chief Legal Officer)

Holdings (Non-Derivative)

Security	Shares	Ownership
Class A Common Stock	92732	Direct
Class B Common Stock	138193	Direct
Class B Common Stock	61153	Indirect

Footnotes

F1: Represents restricted stock units that vest in three or four equal annual installments granted on 12/27/2021, 4/1/2022, and 3/29/2023, respectively, subject to the Reporting Person's continued employment through each vesting date.

F2: Pursuant to the Business Combination Agreement, dated June 17, 2021 (as amended on September 3, 2021), by and among GS Acquisition Holdings Corp II ("GSAH"), Mirion Technologies (TopCo), Ltd ("Legacy Mirion") and the other parties thereto (the "Business Combination Agreement"), GSAH established a Delaware corporation, Mirion IntermediateCo, Inc. ("IntermediateCo") as a subsidiary thereof. A newly-formed subsidiary of IntermediateCo merged with and into Legacy Mirion with Legacy Mirion surviving as a wholly-owned subsidiary of IntermediateCo, with GSAH (which changed its name to Mirion Technologies, Inc. (the "Issuer")) thereby becoming the corporate parent of Legacy Mirion. The transactions contemplated by the Business Combination Agreement are referred to herein as the "Business Combination".

F3: Pursuant to the terms of the Business Combination Agreement, the shareholders of Legacy Mirion at the effective time of the Business Combination (the "Effective Time") were entitled to elect to receive, for each Class A ordinary share of Legacy Mirion held by them immediately prior to the Effective Time, a combination of cash and shares of Class B common stock of the Issuer ("Class B Common Stock"), in each case, as specified by the applicable Legacy Mirion shareholder.

F4: Reflects shares of Class B Common Stock acquired by the Reporting Person pursuant to the Business Combination Agreement.

F5: Reflects shares of Class B Common Stock of the Issuer ("Class B Common Stock") held of record by the Lee Revocable Living Trust (the "Lee Trust") for the benefit of the Reporting Person, the Reporting Person's spouse, and beneficiaries. The Reporting Person and the Reporting Person's spouse are both trustees and beneficiary of the Lee Trust. The Reporting Person disclaims ownership of these shares of Class B Common Stock except to the extent of her pecuniary interest therein.