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SOLV Energy (MWH) CCO's automatic 149K-unit sale at $27.77 each

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SOLV Energy, Inc. (MWH) reports that Chief Commercial Officer David Harold Grubb Jr. had an automatic, non-discretionary pro rata redemption and sale of 149,258 SOLV Energy Management Holdings LP Units on 2026-08-19. These MH Units correspond to an equal number of Opco LLC Interests and Class A common stock sold by SOLV Energy Management Holdings LP at $27.77 per share. Following this derivative transaction, Grubb holds 2,392,150 MH Units directly.

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Negative

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Insider Grubb David Harold Jr.
Role Chief Commercial Officer
Sold 149,258 shs
Type Security Shares Price Value
Sale SOLV Energy Management Holdings LP Units F1, F2, F3, F4 149,258 -- --
Holdings After Transaction: SOLV Energy Management Holdings LP Units — 2,392,150 shares (Direct)
Footnotes (4)
  1. F1. Pursuant to the Limited Partnership Agreement ("MH LPA") of SOLV Energy Management Holdings LP ("MH") and limited liability company agreement ("Opco LLCA") of SOLV Energy Holdings LLC ("Opco"), the Reporting Person is indirectly entitled to redeem common units of Opco ("Opco LLC Interests") held by MH 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 MH LPA and the Opco LLCA.
  2. F2. (Continued from footnote 1) Upon a redemption or direct exchange of Opco LLC Interests by MH, an equal number of shares of Class B common stock of the Issuer held by MH will be surrendered to and cancelled by the Issuer for no additional consideration, and an equal number of limited partnership units in MH ("MH Units") held by the Reporting Person will be cancelled by MH. In accordance with the MH LPA, each share of Class B common stock held by MH entitles the Reporting Person to one vote per share but carries no economic rights. Opco LLC Interests and MH Units do not have an expiration date.
  3. F3. In accordance with the terms of the MH LPA and Opco LLCA, represents the required, automatic and non-discretionary pro rata redemption of 149,258 MH Units held by the Reporting Person (and the corresponding (i) direct exchange of an equal number of Opco LLC Interests held by MH and (ii) the cancellation of an equal number of shares of Class B common stock of the Issuer held by MH) in connection with the sale of Class A common stock by MH.
  4. F4. Represents a price per MH Unit equal to the sale price of $27.77 per share of Class A common stock sold by MH.
MH Units sold 149,258 units Required, automatic and non-discretionary pro rata redemption of MH Units on 2026-08-19
Price per Class A common share $27.77 per share Sale price of Class A common stock sold by SOLV Energy Management Holdings LP; used as MH Unit price
MH Units held after transaction 2,392,150 units Direct MH Units held by David Harold Grubb Jr. following the reported transaction
Limited Partnership Agreement financial
"Pursuant to the Limited Partnership Agreement ("MH LPA") of SOLV Energy Management Holdings LP"
A limited partnership agreement is the legal rulebook that sets out how a limited partnership is run, naming who manages the business, how profits and losses are split, and what rights and responsibilities each partner has. For investors, it matters because it defines who makes decisions, how much liability they carry, how and when they can get their money back, and how returns are distributed—like a household budget and authority chart for a shared venture.
Opco LLC Interests financial
"redeem common units of Opco ("Opco LLC Interests") held by MH"
Class B common stock financial
"cancellation of an equal number of shares of Class B common stock of the Issuer"
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.
non-discretionary pro rata redemption financial
"represents the required, automatic and non-discretionary pro rata redemption of 149,258 MH Units"

FAQ

What did MWH insider David Harold Grubb Jr. report in this Form 4?
He reported an automatic, non-discretionary pro rata redemption and sale of 149,258 SOLV Energy Management Holdings LP Units, tied to a sale of the same number of SOLV Energy, Inc. Class A shares by SOLV Energy Management Holdings LP at $27.77 per share.

How many derivative units does the MWH officer hold after this transaction?
After the reported transaction, Chief Commercial Officer David Harold Grubb Jr. holds 2,392,150 SOLV Energy Management Holdings LP Units directly, as stated in the filing’s post-transaction holdings figure.

What price was used for the MH Units tied to the MWH Class A stock sale?
The filing states a price per MH Unit equal to the sale price of the Class A common stock sold by SOLV Energy Management Holdings LP, which was $27.77 per share of Class A common stock.

Was the MWH insider transaction under a Rule 10b5-1 trading plan?
The document-level Rule 10b5-1 checkbox is unchecked, and the footnotes describe the redemption as required, automatic and non-discretionary under governing agreements, rather than executed under an affirmed Rule 10b5-1 trading plan.

What do the redeemed MH Units represent in relation to MWH equity?
The 149,258 redeemed MH Units represent a required pro rata redemption linked to (i) a direct exchange of an equal number of Opco LLC Interests, (ii) cancellation of an equal number of Class B common shares held by SOLV Energy Management Holdings LP, and (iii) a corresponding sale of Class A common stock.

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Form 4 Insider Transactions: What Each Field Means →
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*
Grubb David Harold Jr.
(Last)(First)(Middle)
C/O SOLV ENERGY, INC.
16680 WEST BERNARDO DRIVE
(Street)
SAN DIEGO CALIFORNIA 92127
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Commercial Officer
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
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 Management Holdings LP Units(1)(2)08/19/2026S149,258(3) (1)(2) (1)(2)Class A Common Stock149,258(3)(4)2,392,150D
Explanation of Responses:
1. Pursuant to the Limited Partnership Agreement ("MH LPA") of SOLV Energy Management Holdings LP ("MH") and limited liability company agreement ("Opco LLCA") of SOLV Energy Holdings LLC ("Opco"), the Reporting Person is indirectly entitled to redeem common units of Opco ("Opco LLC Interests") held by MH 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 MH LPA and the Opco LLCA.
2. (Continued from footnote 1) Upon a redemption or direct exchange of Opco LLC Interests by MH, an equal number of shares of Class B common stock of the Issuer held by MH will be surrendered to and cancelled by the Issuer for no additional consideration, and an equal number of limited partnership units in MH ("MH Units") held by the Reporting Person will be cancelled by MH. In accordance with the MH LPA, each share of Class B common stock held by MH entitles the Reporting Person to one vote per share but carries no economic rights. Opco LLC Interests and MH Units do not have an expiration date.
3. In accordance with the terms of the MH LPA and Opco LLCA, represents the required, automatic and non-discretionary pro rata redemption of 149,258 MH Units held by the Reporting Person (and the corresponding (i) direct exchange of an equal number of Opco LLC Interests held by MH and (ii) the cancellation of an equal number of shares of Class B common stock of the Issuer held by MH) in connection with the sale of Class A common stock by MH.
4. Represents a price per MH Unit equal to the sale price of $27.77 per share of Class A common stock sold by MH.
/s/ Adam S. Forman, attorney-in-fact08/21/2026
** 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)

Source: View Original Filing on SEC EDGAR