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SOLV Energy (MWH) CEO has 233K units automatically redeemed

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

Rhea-AI Filing Summary

SOLV Energy, Inc. (MWH) reported that Chief Executive Officer and director George William Hershman disposed of 233,048 SOLV Energy Management Holdings LP Units ("MH Units"), which are derivative interests indirectly linked to Class A common stock. The transaction was a required, automatic and non-discretionary pro rata redemption of MH Units in connection with a sale of Class A common stock by SOLV Energy Management Holdings LP. The price per MH Unit was tied to the Class A sale price of $27.77 per share. Following this redemption, Hershman directly holds 3,735,015 MH Units. Related Opco LLC Interests and corresponding Class B common stock were exchanged and cancelled as described in the governing partnership and LLC agreements, and Opco LLC Interests and MH Units do not have an expiration date.

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Insider Hershman George William
Role Chief Executive Officer
Sold 233,048 shs
Type Security Shares Price Value
Sale SOLV Energy Management Holdings LP Units F1, F2, F3, F4 233,048 -- --
Holdings After Transaction: SOLV Energy Management Holdings LP Units — 3,735,015 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 233,048 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 redeemed 233,048 MH Units Required, automatic and non-discretionary pro rata redemption linked to Class A sale
Price per MH Unit $27.77 Equal to the sale price per share of Class A common stock sold by SOLV Energy Management Holdings LP
MH Units held after transaction 3,735,015 MH Units Direct holdings of George William Hershman following the reported redemption
Underlying Class A common stock 233,048 shares Number of Class A common shares underlying the redeemed MH Units on a one-for-one basis
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
"shares of Class B common stock of the Issuer held by MH 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.
non-discretionary pro rata redemption financial
"represents the required, automatic and non-discretionary pro rata redemption of 233,048 MH Units"
Class A common stock financial
"shares of Class A common stock of the Issuer ("Class A common stock")"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

What insider transaction did SOLV Energy (MWH) report for George William Hershman?
SOLV Energy (MWH) reported that CEO and director George William Hershman had 233,048 MH Units automatically and pro rata redeemed, linked to a contemporaneous sale of Class A common stock by SOLV Energy Management Holdings LP, at a reference price of $27.77 per related Class A share.

How many SOLV Energy Management Holdings LP Units did the CEO dispose of in this Form 4 for MWH?
George William Hershman had 233,048 SOLV Energy Management Holdings LP Units (MH Units) redeemed. This was a required, automatic and non-discretionary pro rata redemption under the partnership and LLC agreements, tied to a sale of Class A common stock by SOLV Energy Management Holdings LP.

What was the reference price for the MH Units involved in the SOLV Energy (MWH) Form 4 transaction?
The Form 4 states a price per MH Unit equal to the Class A common stock sale price of $27.77 per share of Class A common stock sold by SOLV Energy Management Holdings LP, as described in the footnotes to the transaction.

What are George William Hershman’s MH Unit holdings after this reported transaction at SOLV Energy (MWH)?
After the reported redemption of 233,048 MH Units, George William Hershman directly holds 3,735,015 MH Units in SOLV Energy Management Holdings LP, according to the post-transaction holdings figure disclosed in the Form 4.

Was the SOLV Energy (MWH) insider MH Unit redemption discretionary for the CEO?
No. The filing explains that the redemption of 233,048 MH Units was a required, automatic and non-discretionary pro rata redemption under the SOLV Energy Management Holdings LP partnership agreement and the SOLV Energy Holdings LLC LLC agreement.

Do the Opco LLC Interests and MH Units reported for SOLV Energy (MWH) have an expiration date?
No. The footnotes state that Opco LLC Interests and MH Units do not have an expiration date, meaning these derivative interests are not subject to a fixed maturity under the described agreements.

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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*
Hershman George William
(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive 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)08/19/2026S233,048(3) (1)(2) (1)(2)Class A Common Stock233,048(3)(4)3,735,015D
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 233,048 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