SOLV Energy (MWH) CTO has 52,413 MH Units automatically redeemed at $36

Rhea-AI Filing Summary

SOLV Energy Chief Technology Officer Eric John Valleton reported an automatic, non-discretionary issuer disposition of 52,413 SOLV Energy Management Holdings LP Units. The MH Units were redeemed for cash in connection with a follow-on public offering of Class A common stock at $36.00 per share, and Valleton now holds 572,403 MH Units. The transaction also triggered corresponding cancellations of related Opco LLC Interests and Class B common stock as required by the partnership and LLC agreements.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Valleton Eric John

Role Chief Technology Officer

Type	Security	Shares	Price	Value
Disposition	SOLV Energy Management Holdings LP Units	52,413	$0.00	--

Holdings After Transaction: SOLV Energy Management Holdings LP Units — 572,403 shares (Direct, null)

Footnotes (1)

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. (Continued from footnote 1) Upon a redemption 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. In accordance with the terms of the MH LPA and Opco LLCA, represents the required, automatic and non-discretionary pro rata direct redemption for cash of 52,413 MH Units held by the Reporting Person (and the corresponding (i) surrender of an equal number of Opco LLC Interests held by MH and (ii) cancellation of an equal number of shares of Class B common stock of the Issuer held by MH) in connection with the public offering of Class A common stock by affiliates of American Securities LLC and the Issuer pursuant to the prospectus dated May 28, 2026, and accompanying registration statement on Form S-1 (File No. 333-296238), of the Issuer (the "Follow-On Offering"). Represents a price per MH Unit equal to the public offering price in the Follow-On Offering of $36.00 per share of Class A common stock, net of underwriting discounts and commissions.

Key Figures

MH Units disposed: 52,413 MH Units Offering price: $36.00 per share MH Units after transaction: 572,403 MH Units +1 more

4 metrics

MH Units disposed 52,413 MH Units Automatic cash redemption tied to follow-on offering

Offering price $36.00 per share Public offering price of Class A common stock, net of discounts

MH Units after transaction 572,403 MH Units Total MH Units directly held following redemption

Underlying Class A shares 52,413 shares Underlying Class A common stock for redeemed MH Units

Key Terms

Limited Partnership Agreement, Opco LLC Interests, Class B common stock, Follow-On Offering, +1 more

5 terms

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 for, at the Issuer's election"

Class B common stock financial

"cancellation of an equal number of shares of Class B common stock of the Issuer held by MH"

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.

Follow-On Offering financial

"in connection with the public offering of Class A common stock ... (the "Follow-On Offering")"

A follow-on offering is when a company sells additional shares to the public after its initial stock listing to raise more cash. For investors it matters because the new shares increase the total number of shares outstanding, which can reduce each existing shareholder’s ownership share and earnings per share—similar to baking more loaves of bread after the first batch, which means each slice represents a slightly smaller piece of the whole; the funds raised can also support growth or pay debt.

registration statement on Form S-1 regulatory

"pursuant to the prospectus dated May 28, 2026, and accompanying registration statement on Form S-1"

A registration statement on Form S-1 is a detailed filing a company submits to the U.S. securities regulator to register new shares for public sale; it includes a plain-language prospectus, financial statements, business description and risk factors. For investors it matters because it provides the official, comprehensive blueprint of the offering — like an owner’s manual — allowing buyers to assess risks, inspect financial health and compare valuation before deciding to invest.

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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^*

Valleton Eric John

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Technology Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
SOLV Energy Management Holdings LP Units	(1)(2)	06/01/2026		D			52,413(3)	(1)(2)	(1)(2)	Class A Common Stock	52,413(3)	(4)	572,403	D

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 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 direct redemption for cash of 52,413 MH Units held by the Reporting Person (and the corresponding (i) surrender of an equal number of Opco LLC Interests held by MH and (ii) cancellation of an equal number of shares of Class B common stock of the Issuer held by MH) in connection with the public offering of Class A common stock by affiliates of American Securities LLC and the Issuer pursuant to the prospectus dated May 28, 2026, and accompanying registration statement on Form S-1 (File No. 333-296238), of the Issuer (the "Follow-On Offering").

4. Represents a price per MH Unit equal to the public offering price in the Follow-On Offering of $36.00 per share of Class A common stock, net of underwriting discounts and commissions.

	/s/ Adam S. Forman, attorney-in-fact	06/03/2026
	** Signature of Reporting Person	Date
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)

FAQ

What insider transaction did SOLV Energy (MWH) report for its CTO?

SOLV Energy reported its CTO, Eric John Valleton, had 52,413 SOLV Energy Management Holdings LP Units automatically redeemed for cash. This issuer disposition was required under existing agreements and tied to a follow-on public offering of Class A common stock at $36.00 per share.

How many SOLV Energy MH Units did the CTO dispose of in this Form 4?

The CTO disposed of 52,413 SOLV Energy Management Holdings LP Units through a required, automatic cash redemption. This redemption was pro rata and non-discretionary under the MH Limited Partnership Agreement and related Opco LLC agreement, linked to a follow-on offering of Class A common stock.

What price was used for the SOLV Energy CTO’s MH Unit redemption?

Each MH Unit was valued using the $36.00 per share public offering price of SOLV Energy Class A common stock, net of underwriting discounts and commissions. This price came from the follow-on offering prospectus dated May 28, 2026 and applied to the 52,413 redeemed MH Units.

How many SOLV Energy MH Units does the CTO hold after this transaction?

After the automatic redemption, the CTO directly holds 572,403 SOLV Energy Management Holdings LP Units. This figure reflects his remaining position following the required issuer disposition of 52,413 MH Units connected to the follow-on Class A common stock offering described in the Form 4.

Why was the SOLV Energy CTO’s MH Unit redemption described as automatic and non-discretionary?

The redemption followed the terms of the MH Limited Partnership Agreement and Opco LLC Agreement, which require a pro rata, automatic cash redemption of MH Units when related Opco LLC Interests are redeemed. The Form 4 notes this disposition was required, not a discretionary trading decision by the CTO.

How is the SOLV Energy follow-on offering related to the CTO’s Form 4 transaction?

The Form 4 states the 52,413 MH Unit redemption occurred in connection with a public follow-on offering of Class A common stock by affiliates of American Securities LLC and SOLV Energy. Cash redemption amounts referenced the $36.00 public offering price disclosed in that prospectus and registration statement.