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Solventum (SOLV) CEO exercises RSUs, uses 13,503 shares for tax withholding

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

Rhea-AI Filing Summary

Solventum Corp Chief Executive Officer Bryan C. Hanson reported routine equity compensation transactions involving company stock. He exercised Restricted Stock Units covering 34,315 shares of Common Stock, increasing his direct holdings. To cover tax obligations, 13,503 shares of Common Stock were disposed of at a price of $74.41 per share through share withholding, not an open-market sale. After these transactions, he directly holds 158,225 shares of Common Stock and 34,316 Restricted Stock Units that continue to vest over time.

Positive

  • None.

Negative

  • None.
Insider Hanson Bryan C
Role Chief Executive Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 34,315 $0.00 --
Exercise Common Stock 34,315 $0.00 --
Tax Withholding Common Stock 13,503 $74.41 $1.00M
Holdings After Transaction: Restricted Stock Units — 34,316 shares (Direct, null); Common Stock — 158,225 shares (Direct, null)
Footnotes (1)
  1. Each Restricted Stock unit ("RSU") represents a contingent right to receive 1 share of the issuer's Common Stock upon settlement. The RSUs shall fully vest in three tranches, with one-third vesting on each of May 13, 2025; May 13, 2026; and May 13, 2027, subject to continued service through the vesting date.
RSUs exercised 34,315 shares Restricted Stock Units converted into Common Stock on May 13, 2026
Tax-withholding shares 13,503 shares Shares delivered at $74.41 per share to cover tax liability
Price per share for withholding $74.41 per share Value used for Common Stock shares disposed for taxes
Common Stock after transactions 158,225 shares Direct ownership following reported Form 4 transactions
RSUs remaining 34,316 units Restricted Stock Units outstanding after RSU exercise and conversion
Tax-withholding transaction size 1 transaction, 13,503 shares Summary of F-code tax-withholding disposition
Derivative exercise transactions 2 transactions, 34,315 shares M-code derivative exercises including RSU conversion
Restricted Stock Units financial
"Each Restricted Stock unit ("RSU") represents a contingent right to receive 1 share of the issuer's Common Stock upon settlement."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"transaction_action: "tax-withholding disposition" for 13,503 shares of Common Stock"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative exercise/conversion financial
"transaction_action: "derivative exercise/conversion" for RSUs converting into Common Stock"
Exercise or conversion of derivative security financial
"transaction_code_description: "Exercise or conversion of derivative security""
contingent right financial
"Each Restricted Stock unit ("RSU") represents a contingent right to receive 1 share of the issuer's Common Stock upon settlement."
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*
Hanson Bryan C
(Last)(First)(Middle)
1750 YANKEE DOODLE ROAD
(Street)
EAGAN MINNESOTA 55121
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Solventum Corp [ SOLV ] 		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)
05/13/2026		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
Common Stock05/13/2026M34,315A$0158,225D
Common Stock05/13/2026F13,503D$74.41144,722D
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
Restricted Stock Units(1)05/13/2026M34,315 (2)05/13/2034Common Stock34,315$034,316D
Explanation of Responses:
1. Each Restricted Stock unit ("RSU") represents a contingent right to receive 1 share of the issuer's Common Stock upon settlement.
2. The RSUs shall fully vest in three tranches, with one-third vesting on each of May 13, 2025; May 13, 2026; and May 13, 2027, subject to continued service through the vesting date.
Remarks:
/s/Megan Bombick, attorney-in-fact for Bryan C. Hanson05/15/2026
** 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

FAQ

What insider transactions did SOLV CEO Bryan C. Hanson report on this Form 4?

Bryan C. Hanson reported exercising Restricted Stock Units into Common Stock and a related tax-withholding share disposition. These are equity compensation events, not open-market trades, reflecting routine conversion of RSUs into shares and using a portion of those shares to satisfy tax obligations.

How many Solventum (SOLV) shares did the CEO acquire through RSU exercises?

The CEO acquired 34,315 shares of Solventum Common Stock through the exercise of Restricted Stock Units. Each RSU converts into one share of Common Stock upon settlement, turning previously granted equity awards into directly held shares as part of his compensation package.

How many Solventum (SOLV) shares were used for tax withholding in this filing?

A total of 13,503 shares of Solventum Common Stock were disposed of to cover tax liabilities. This disposition was coded as a tax-withholding transaction, meaning the shares were delivered to satisfy taxes rather than sold in the open market for investment purposes.

What are Bryan C. Hanson’s Solventum (SOLV) holdings after these Form 4 transactions?

Following the reported transactions, Bryan C. Hanson directly holds 158,225 shares of Solventum Common Stock. He also holds 34,316 Restricted Stock Units, which represent additional contingent rights to receive Common Stock as they vest under the company’s equity compensation arrangements.

How do the Restricted Stock Units (RSUs) for Solventum (SOLV) vest for the CEO?

The RSUs vest in three equal tranches, with one-third vesting on May 13, 2025, one-third on May 13, 2026, and one-third on May 13, 2027. Vesting is conditioned on the CEO’s continued service with Solventum through each respective vesting date.