STOCK TITAN

SOLV Energy (NASDAQ: MWH) investor sells 1.33M shares at $27.77

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SOLV Energy, Inc. (MWH) reports that SOLV Energy Management Holdings LP converted 1,329,803 Opco LLC Interests of SOLV Energy Holdings LLC into 1,329,803 shares of Class A common stock on a one-for-one basis, with a corresponding cancellation of an equal number of Class B common shares.

The same day, the reporting person sold 1,329,803 Class A shares at a price of $27.77 per share. After these transactions, the reporting person holds 21,312,638 Opco LLC Interests. The reporting person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider SOLV Energy Management Holdings LP
Role 10% Owner
Sold 1,329,803 shs
Approx. gross sale proceeds $0.00
Type Security Shares Price Value
Conversion SOLV Energy Holdings LLC Interests F1, F2, F3, F5, F6, F7 1,329,803 -- --
Conversion Class A Common Stock F3, F6, F7 1,329,803 -- --
Sale Class A Common Stock F4, F6, F7 1,329,803 -- --
Holdings After Transaction: SOLV Energy Holdings LLC Interests — 21,312,638 shares (Direct); Class A Common Stock — 0 shares (Direct)
Footnotes (7)
  1. F1. Pursuant to the limited liability company agreement ("Opco LLCA") of SOLV Energy Holdings LLC ("OpCo"), the Reporting Person is entitled to redeem, on behalf of its limited partners, common units of OpCo ("Opco LLC Interests") for, at the Issuer's election, shares of Class A common stock of the Issuer ("Class A common stock") on a one-for-one basis or, using proceeds from a substantially contemporaneous follow-on offering or secondary offering, a cash payment equal to the price per share of the Class A common stock net of any underwriting discounts or commissions paid in such offering, in each case in accordance with the terms of the Opco LLCA. Upon a redemption or direct exchange of Opco LLC Interests, an equal number of shares of Class B common stock of the Issuer also held by the Reporting Person will be surrendered to and cancelled by the Issuer for no additional consideration.
  2. F2. (Continued from footnote 1) Each share of Class B common stock entitles the Reporting Person to one vote per share but carries no economic rights. The Opco LLC Interests do not have an expiration date.
  3. F3. Represents the direct exchange of Opco LLC Interests held by the Reporting Person for Class A common stock on a one-for-one basis (and the cancellation of an equal number of shares of Class B common stock of the Issuer held by the Reporting Person).
  4. F4. Represents the sale price of $27.77 per share of Class A common stock.
  5. F5. Amount reflects Opco LLC Interests that were previously forfeited and cancelled for no consideration, which forfeiture and cancellation is exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-6(d) and Rule 16a-4(d) thereunder.
  6. F6. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of the Reporting Person's pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
  7. F7. ASP Manager Corp., the general partner of the Reporting Person, has no pecuniary interest in the securities held by the Reporting Person.
Opco LLC Interests converted 1,329,803 Opco LLC Interests Direct exchange for Class A common stock on August 19, 2026
Class A shares acquired via conversion 1,329,803 shares of Class A common stock Received one-for-one in exchange for Opco LLC Interests
Class A shares sold 1,329,803 shares of Class A common stock Sale reported on August 19, 2026
Sale price per share $27.77 per share Sale of Class A common stock referenced in footnote F4
Opco LLC Interests held after transaction 21,312,638 Opco LLC Interests Post-transaction holdings of derivative security
Net shares sold 1,329,803 shares Net sell direction across reported transactions
Opco LLC Interests financial
"Pursuant to the limited liability company agreement ("Opco LLCA") of SOLV Energy Holdings LLC ("OpCo"), the Reporting Person is entitled to redeem, on behalf of its limited partners, common units of OpCo ("Opco LLC Interests")"
Class B common stock financial
"Upon a redemption or direct exchange of Opco LLC Interests, an equal number of shares of Class B common stock of the Issuer also held by the Reporting Person will be surrendered"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
pecuniary interest financial
"The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of the Reporting Person's pecuniary interest therein"
Section 16 of the Securities Exchange Act of 1934 regulatory
"for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose"
A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.
Rule 16b-6(d) regulatory
"forfeiture and cancellation is exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-6(d) and Rule 16a-4(d) thereunder"

FAQ

What insider transactions did SOLV Energy Management Holdings LP report for MWH?

SOLV Energy Management Holdings LP reported converting 1,329,803 Opco LLC Interests into 1,329,803 Class A shares of SOLV Energy, Inc., and then selling 1,329,803 Class A shares in a transaction dated August 19, 2026.

What was the sale price of the SOLV Energy, Inc. (MWH) shares?

The reported sale price was $27.77 per share of Class A common stock, as disclosed in the footnotes describing the August 19, 2026 sale transaction.

How many SOLV Energy Holdings LLC Interests does the reporting person hold after the transactions?

Following the August 19, 2026 conversion, the reporting person holds 21,312,638 Opco LLC Interests, according to the post-transaction holdings disclosed for the derivative security.

What type of derivative conversion occurred for SOLV Energy, Inc. (MWH)?

The reporting person directly exchanged Opco LLC Interests of SOLV Energy Holdings LLC for Class A common stock of SOLV Energy, Inc. on a one-for-one basis, with an equal number of Class B common shares surrendered and cancelled.

Does the reporting person claim full beneficial ownership of the MWH securities?

No. The reporting person disclaims beneficial ownership of the reported securities except to the extent of its pecuniary interest, and states that ASP Manager Corp., its general partner, has no pecuniary interest in the securities.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
SOLV Energy Management Holdings LP

(Last)(First)(Middle)
590 MADISON AVENUE, 38TH FLOOR

(Street)
NEW YORK NEW YORK 10022

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
SOLV Energy, Inc. [ MWH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/19/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock08/19/2026C1,329,803(3)A(3)1,329,803D(6)(7)
Class A Common Stock08/19/2026S1,329,803D(4)0D(6)(7)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
SOLV Energy Holdings LLC Interests(1)(2)08/19/2026C1,329,803(3) (1)(2) (1)(2)Class A Common Stock1,329,803(3)(3)21,312,638(5)D(6)(7)
Explanation of Responses:
1. Pursuant to the limited liability company agreement ("Opco LLCA") of SOLV Energy Holdings LLC ("OpCo"), the Reporting Person is entitled to redeem, on behalf of its limited partners, common units of OpCo ("Opco LLC Interests") for, at the Issuer's election, shares of Class A common stock of the Issuer ("Class A common stock") on a one-for-one basis or, using proceeds from a substantially contemporaneous follow-on offering or secondary offering, a cash payment equal to the price per share of the Class A common stock net of any underwriting discounts or commissions paid in such offering, in each case in accordance with the terms of the Opco LLCA. Upon a redemption or direct exchange of Opco LLC Interests, an equal number of shares of Class B common stock of the Issuer also held by the Reporting Person will be surrendered to and cancelled by the Issuer for no additional consideration.
2. (Continued from footnote 1) Each share of Class B common stock entitles the Reporting Person to one vote per share but carries no economic rights. The Opco LLC Interests do not have an expiration date.
3. Represents the direct exchange of Opco LLC Interests held by the Reporting Person for Class A common stock on a one-for-one basis (and the cancellation of an equal number of shares of Class B common stock of the Issuer held by the Reporting Person).
4. Represents the sale price of $27.77 per share of Class A common stock.
5. Amount reflects Opco LLC Interests that were previously forfeited and cancelled for no consideration, which forfeiture and cancellation is exempt from Section 16 of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-6(d) and Rule 16a-4(d) thereunder.
6. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of the Reporting Person's pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
7. ASP Manager Corp., the general partner of the Reporting Person, has no pecuniary interest in the securities held by the Reporting Person.
SOLV Energy Management Holdings LP, by ASP Manager Corp., its general partner, by /s/ Eric L. Schondorf, as Vice President and Secretary08/21/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)