UL Solutions CFO exercises rights, withholds shares for tax

UL Solutions Inc. Executive VP & CFO Ryan D. Robinson exercised stock appreciation rights on March 1, 2026, converting 32,604 Stock Appreciation Rights into 32,604 shares of Class A Common Stock at a transaction price of $13.15 per share.

Accepted by SEC EDGAR 03/03/2026 - 05:03 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

UL Solutions Inc. Executive VP & CFO Ryan D. Robinson exercised stock appreciation rights on March 1, 2026, converting 32,604 Stock Appreciation Rights into 32,604 shares of Class A Common Stock at a transaction price of $13.15 per share.

To cover taxes, 15,682 shares of Class A Common Stock were disposed of in a tax-withholding transaction at $83.97 per share rather than through an open-market sale. After these transactions, Robinson directly held 17,922 Class A shares and indirectly held 135,956 Class A shares through a trust, where he is trustee and his immediate family are beneficiaries.

Insider Trade Summary

32,604 shares exercised/converted

Exercise 3 txns

Insider Robinson Ryan D

Role Executive VP & CFO

Type	Security	Shares	Price	Value
Exercise	Stock Appreciation Right	32,604	$0.00	$0.00
Exercise	Class A Common Stock	32,604	$13.15	$429K
Exercise Price or Tax Liability	Class A Common Stock	15,682	$83.97	$1.32M
Holding	Class A Common Stock	--	--	--

Holdings After Transaction: Stock Appreciation Right — 0 contracts (Direct); Class A Common Stock — 17,922 shares (Direct); Class A Common Stock — 135,956 shares (Indirect, By trust)

Footnotes (1)

1. F1. The Reporting Person is the trustee of the trust, and the Reporting Person and members of his immediate family are the beneficiaries of the trust.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did UL Solutions (ULS) report for Ryan D. Robinson?

UL Solutions reported that Executive VP & CFO Ryan D. Robinson exercised 32,604 Stock Appreciation Rights into 32,604 Class A shares, then disposed of 15,682 shares to satisfy tax obligations, leaving him with 17,922 shares held directly after the transactions.

How many UL Solutions (ULS) shares did the CFO acquire and dispose on March 1, 2026?

On March 1, 2026, the CFO acquired 32,604 Class A shares through a derivative exercise and disposed of 15,682 shares in a tax-withholding transaction, resulting in a direct holding of 17,922 Class A shares after the reported activity.

Were the UL Solutions (ULS) insider share dispositions open-market sales?

The reported share disposition was not an open-market sale. The Form 4 shows transaction code “F,” meaning 15,682 Class A shares were surrendered to cover the exercise price or tax liabilities related to the derivative exercise, rather than being sold in the market.

What UL Solutions (ULS) shares does the CFO hold indirectly through a trust?

The CFO is shown as indirectly holding 135,956 Class A Common Stock shares through a trust. He serves as trustee, and he and his immediate family are trust beneficiaries, giving him indirect beneficial ownership of those shares as reported.

What is the nature of the derivative security exercised by the UL Solutions (ULS) CFO?

The derivative security was a Stock Appreciation Right. On March 1, 2026, 32,604 of these rights were exercised or converted, resulting in the issuance of an equal number of Class A Common Stock shares to the CFO as reported in the Form 4.

How did the UL Solutions (ULS) CFO’s direct Class A share holdings change after the Form 4 transactions?

Following the exercise of 32,604 rights and the tax-withholding disposition of 15,682 shares, the CFO’s directly held Class A Common Stock position ended at 17,922 shares, according to the post-transaction ownership figures disclosed in the Form 4.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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^*

Robinson Ryan D

(Last) (First) (Middle)

C/O UL SOLUTIONS INC.

333 PFINGSTEN ROAD

(Street)

NORTHBROOK IL 60062

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
UL Solutions Inc. [ ULS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive VP & CFO

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Class A Common Stock	03/01/2026		M		32,604	A	$13.15	33,604	D
Class A Common Stock	03/01/2026		F		15,682	D	$83.97	17,922	D
Class A Common Stock								135,956	I	By trust(1)

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
Stock Appreciation Right	$13.15	03/01/2026		M			32,604	03/01/2024	03/01/2026	Class A Common Stock	32,604	$0	0	D

Explanation of Responses:

1. The Reporting Person is the trustee of the trust, and the Reporting Person and members of his immediate family are the beneficiaries of the trust.

	/s/ Ryan Robinson	03/03/2026
	** 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.