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UL Solutions (NYSE: ULS) director receives additional RSU and DRSU awards

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

Rhea-AI Filing Summary

SUSMAN SALLY reported acquisition or exercise transactions in this Form 4 filing.

UL Solutions Inc. director Sally Susman reported routine equity compensation in the form of stock units. On June 8, 2026, she received awards of 3 Restricted Stock Units (RSUs), 4 Deferred Restricted Stock Units (DRSUs), and an additional 7 DRSUs, each at a price of $0.00 per unit.

Each RSU or DRSU represents a contingent right to receive one share of Class A common stock. The filing notes that these awards largely reflect accrued dividend equivalent rights on previously granted units, which vest proportionately with the underlying RSUs or DRSUs under the company’s non-employee director deferred compensation plan.

Positive

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Negative

  • None.
Insider SUSMAN SALLY
Role null
Type Security Shares Price Value
Grant/Award Deferred Restricted Stock Units 7 $0.00 --
Grant/Award Deferred Restricted Stock Units 4 $0.00 --
Grant/Award Restricted Stock Units 3 $0.00 --
Holdings After Transaction: Deferred Restricted Stock Units — 4,969 shares (Direct, null); Restricted Stock Units — 2,209 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit ("RSU") and deferred restricted stock unit ("DRSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. Represents accrual of dividend equivalent rights on DRSUs held by the Reporting Person. The dividend equivalent rights accrued on DRSUs held by the Reporting Person and vest proportionately with the DRSUs to which they relate. The DRSUs vested on May 1, 2025, and will be settled in shares of the Issuer's Class A Common Stock either (i) on a date selected by the Reporting Person pursuant to the Issuer's Non-Employee Director Deferred Compensation Plan (the "Plan"), or (ii) as otherwise provided by the Plan. Includes DRSUs and all dividend equivalent rights that have accrued on such DRSUs to date. The dividend equivalent rights accrued on DRSUs held by the Reporting Person and vest proportionately with the DRSUs to which they relate. The DRSUs vested on May 20, 2026, and will be settled in shares of the Issuer's Class A Common Stock either (i) on a date selected by the Reporting Person pursuant to the Issuer's Plan, or (ii) as otherwise provided by the Plan. Represents accrual of dividend equivalent rights on RSUs held by the Reporting Person. The dividend equivalent rights accrued on RSUs held by the Reporting Person and vest proportionately with the RSUs to which they relate. The RSUs vest on the earlier of May 20, 2027, or the date of the annual meeting following the May 20, 2026, grant date. Includes RSUs and all dividend equivalent rights that have accrued on such RSUs to date.
RSUs granted 3 Restricted Stock Units Award on June 8, 2026 at $0.00 per unit
DRSUs granted (first award) 4 Deferred Restricted Stock Units Award on June 8, 2026 at $0.00 per unit
DRSUs granted (second award) 7 Deferred Restricted Stock Units Award on June 8, 2026 at $0.00 per unit
RSU balance after grant 2,209 RSUs Total Restricted Stock Units following June 8, 2026 transaction
DRSU balance after grant (first line) 2,809 DRSUs Total Deferred Restricted Stock Units after 4-unit award
DRSU balance after grant (second line) 4,969 DRSUs Total Deferred Restricted Stock Units after 7-unit award
Restricted Stock Units financial
"Each restricted stock unit ("RSU") and deferred restricted stock unit ("DRSU") represents a contingent right"
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.
Deferred Restricted Stock Units financial
"Each restricted stock unit ("RSU") and deferred restricted stock unit ("DRSU") represents a contingent right"
Deferred restricted stock units are promises by a company to give employees or executives company shares at a future date, subject to conditions like continued employment or performance targets; the delivery and tax event are intentionally delayed. They matter to investors because they affect when new shares may be issued and how executives are motivated—like a paycheck held in escrow that vests over time, influencing potential share dilution and management behavior.
dividend equivalent rights financial
"Represents accrual of dividend equivalent rights on DRSUs held by the Reporting Person."
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
Non-Employee Director Deferred Compensation Plan financial
"on a date selected by the Reporting Person pursuant to the Issuer's Non-Employee Director Deferred Compensation Plan"
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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*
SUSMAN SALLY

(Last)(First)(Middle)
C/O UL SOLUTIONS INC.
333 PFINGSTEN ROAD

(Street)
NORTHBROOK ILLINOIS 60062

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
UL Solutions Inc. [ ULS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/08/2026
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
Deferred Restricted Stock Units(1)06/08/2026A7(2) (3) (3)Class A Common Stock7$04,969(4)D
Deferred Restricted Stock Units(1)06/08/2026A4(2) (5) (5)Class A Common Stock4$02,809(4)D
Restricted Stock Units(1)06/08/2026A3(6) (7) (7)Class A Common Stock3$02,209(8)D
Explanation of Responses:
1. Each restricted stock unit ("RSU") and deferred restricted stock unit ("DRSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. Represents accrual of dividend equivalent rights on DRSUs held by the Reporting Person.
3. The dividend equivalent rights accrued on DRSUs held by the Reporting Person and vest proportionately with the DRSUs to which they relate. The DRSUs vested on May 1, 2025, and will be settled in shares of the Issuer's Class A Common Stock either (i) on a date selected by the Reporting Person pursuant to the Issuer's Non-Employee Director Deferred Compensation Plan (the "Plan"), or (ii) as otherwise provided by the Plan.
4. Includes DRSUs and all dividend equivalent rights that have accrued on such DRSUs to date.
5. The dividend equivalent rights accrued on DRSUs held by the Reporting Person and vest proportionately with the DRSUs to which they relate. The DRSUs vested on May 20, 2026, and will be settled in shares of the Issuer's Class A Common Stock either (i) on a date selected by the Reporting Person pursuant to the Issuer's Plan, or (ii) as otherwise provided by the Plan.
6. Represents accrual of dividend equivalent rights on RSUs held by the Reporting Person.
7. The dividend equivalent rights accrued on RSUs held by the Reporting Person and vest proportionately with the RSUs to which they relate. The RSUs vest on the earlier of May 20, 2027, or the date of the annual meeting following the May 20, 2026, grant date.
8. Includes RSUs and all dividend equivalent rights that have accrued on such RSUs to date.
/s/ Ryan Robinson, Attorney-in-Fact06/10/2026
** 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 did UL Solutions (ULS) director Sally Susman report in this Form 4?

Sally Susman reported grants of stock-based compensation, not open-market trades. She received small awards of restricted and deferred restricted stock units that each represent a right to one share of UL Solutions’ Class A common stock, mainly tied to dividend equivalent accruals.

How many UL Solutions (ULS) restricted stock units did the director receive?

The director received 3 Restricted Stock Units and 11 Deferred Restricted Stock Units in total. These include 4 and 7 DRSUs credited as dividend equivalent rights, which accrue on existing units rather than reflecting cash purchases or sales in the market.

Are these UL Solutions (ULS) Form 4 transactions open-market buys or sells?

No, the transactions are coded as awards (code A), not market trades. They represent grants and accruals of restricted and deferred restricted stock units at a price of $0.00 per unit as part of director compensation and dividend equivalent programs.

What do UL Solutions (ULS) dividend equivalent rights mean in this filing?

Dividend equivalent rights give additional units when dividends are paid on UL Solutions’ stock. In this filing, they accrued on existing RSUs and DRSUs and will vest in step with those original awards, eventually settling in Class A common shares under the director compensation plan.

When will the reported UL Solutions (ULS) stock units vest and settle?

Certain DRSUs vested on May 1, 2025 and May 20, 2026 and will settle in Class A shares on dates chosen under the non-employee director deferred compensation plan. The RSUs vest by May 20, 2027 or at the next annual meeting, whichever occurs earlier.