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Solventum (SOLV) legal chief exercises 4,488 RSUs, with 1,952 shares for tax

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

Rhea-AI Filing Summary

Solventum Corp’s Chief Legal Affairs Officer, Marcela A. Kirberger, reported routine equity compensation activity involving Restricted Stock Units (RSUs) and related tax withholding. She exercised 4,488 RSUs, each converting into one share of common stock at a stated price of $0.00 per share.

To cover tax obligations, 1,952 common shares were disposed of at $74.41 per share as a tax-withholding transaction, not an open-market sale. Following the tax-withholding entry, the Form 4 shows 13,540 common shares reported as directly held.

Positive

  • None.

Negative

  • None.
Insider Kirberger Marcela A.
Role Chief Legal Affairs Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 4,488 $0.00 --
Exercise Common Stock 4,488 $0.00 --
Tax Withholding Common Stock 1,952 $74.41 $145K
Holdings After Transaction: Restricted Stock Units — 4,488 shares (Direct, null); Common Stock — 15,492 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 4,488 units Restricted Stock Units converted to common stock on May 13, 2026
Tax-withholding shares 1,952 shares Common shares disposed to cover tax obligations
Tax-withholding price $74.41 per share Value assigned to 1,952 shares used for tax withholding
Direct shares after tax-withholding entry 13,540 shares Total common stock reported following the F-code transaction
Common shares after RSU exercise entry 15,492 shares Total common stock reported following the M-code common stock entry
RSU derivative position 4,488 units Restricted Stock Units reported with underlying common stock
Restricted Stock Units financial
"The RSUs shall fully vest in three tranches, with one-third vesting"
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""
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.
Exercise or conversion of derivative security financial
"transaction_code_description: "Exercise or conversion of derivative security""
contingent right financial
"represents a contingent right to receive 1 share of the issuer's Common Stock"
vesting financial
"The RSUs shall fully vest in three tranches, with one-third vesting"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
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*
Kirberger Marcela A.

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Legal Affairs 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 Stock05/13/2026M4,488A$015,492D
Common Stock05/13/2026F1,952D$74.4113,540D
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)05/13/2026M4,488 (2)05/13/2034Common Stock4,488$04,488D
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 Marcela Kirberger05/15/2026
** 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)

FAQ

What insider transactions did Solventum (SOLV) report for Marcela A. Kirberger?

Solventum reported that Chief Legal Affairs Officer Marcela A. Kirberger exercised 4,488 Restricted Stock Units into common shares and had 1,952 of those shares disposed of to satisfy tax obligations, as reflected in a Form 4 insider filing.

Did the Solventum (SOLV) insider Form 4 reflect an open-market stock sale?

No, the Form 4 shows a tax-withholding disposition of 1,952 common shares at $74.41 per share, used to pay tax obligations on vested equity, rather than a discretionary open-market sale by the insider.

How many Solventum (SOLV) Restricted Stock Units were exercised in this Form 4?

The filing shows that 4,488 Restricted Stock Units were exercised, with each RSU representing a contingent right to receive one share of Solventum’s common stock upon settlement, resulting in the issuance of 4,488 common shares.

What shareholding does the Solventum (SOLV) Form 4 show after the tax-withholding transaction?

For the tax-withholding disposition entry, the Form 4 reports 13,540 shares of Solventum common stock as directly owned following that transaction, indicating the officer’s reported direct holdings at that line’s conclusion.

How do Solventum (SOLV) RSU vesting terms affect this insider transaction?

The footnotes state that RSUs vest in three equal tranches on May 13 of 2025, 2026, and 2027, subject to continued service, meaning future vesting events could trigger additional share deliveries and potential associated tax-withholding dispositions.