UL Solutions (ULS) EVP & CCO reports dividend equivalent rights on RSU awards

Rhea-AI Filing Summary

UL Solutions Inc. (ULS) executive equity update: The company’s EVP and Chief Commercial Officer reported automatic grants of dividend equivalent rights tied to existing restricted stock units on 12/08/2025. These derivative awards cover 3, 5, and 4 dividend equivalent rights, each representing a contingent right to receive one share of Class A common stock at an exercise price of $0.

After these transactions, the officer beneficially owned 2,268, 3,030, and 2,830 derivative securities in the related RSU lines. The dividend equivalent rights vest proportionately with the underlying RSUs, which vest in three equal installments on the first, second, and third anniversaries of May 1, 2024, January 1, 2025, and April 1, 2025, respectively.

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

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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^*

Uggetti Alberto

(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)
	EVP & CCO

3. Date of Earliest Transaction (Month/Day/Year)
12/08/2025

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

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
Restricted Stock Units	(1)	12/08/2025		A		3(2)		(3)	(3)	Class A Common Stock	3	$0	2,268(4)	D
Restricted Stock Units	(1)	12/08/2025		A		5(2)		(5)	(5)	Class A Common Stock	5	$0	3,030(4)	D
Restricted Stock Units	(1)	12/08/2025		A		4(2)		(6)	(6)	Class A Common Stock	4	$0	2,830(4)	D

Explanation of Responses:

1. Each dividend equivalent right represents a contingent right to receive one share of the Issuer's Class A Common Stock.

2. Represents accrual of dividend equivalent rights on restricted stock units held by the Reporting Person.

3. The dividend equivalent rights accrued on restricted stock units held by the Reporting Person and vest proportionately with the restricted stock units to which they relate. The restricted stock units vested or will vest in three equal installments on the first, second and third anniversaries of May 1, 2024.

4. Includes restricted stock units and all dividend equivalent rights that have accrued on such restricted stock units to date.

5. The dividend equivalent rights accrued on restricted stock units held by the Reporting Person and vest proportionately with the restricted stock units to which they relate. The restricted stock units will vest in three equal installments on the first, second and third anniversaries of January 1, 2025.

6. The dividend equivalent rights accrued on restricted stock units held by the Reporting Person and vest proportionately with the restricted stock units to which they relate. The restricted stock units will vest in three equal installments on the first, second and third anniversaries of April 1, 2025.

	/s/ Ryan Robinson, Attorney-in-Fact	12/10/2025
	** 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).
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FAQ

What insider activity did UL Solutions Inc. (ULS) report in this Form 4?

The filing reports that the EVP and Chief Commercial Officer of UL Solutions Inc. acquired additional dividend equivalent rights on 12/08/2025, tied to previously granted restricted stock units. These derivative awards give the officer a contingent right to receive shares of Class A common stock at an exercise price of $0.

How many dividend equivalent rights did the ULS officer receive on December 8, 2025?

The officer received dividend equivalent rights linked to three RSU awards, covering 3, 5, and 4 underlying shares of Class A common stock, respectively. Each right represents a potential future share, matching dividends declared on the company’s stock.

What is a dividend equivalent right in the context of UL Solutions (ULS) equity awards?

Each dividend equivalent right reported by UL Solutions Inc. represents a contingent right to receive one share of the company’s Class A common stock. These rights accrue on restricted stock units when dividends are declared and are designed to mirror the economic value of cash dividends for RSU holders.

How do the dividend equivalent rights reported by UL Solutions (ULS) vest?

The dividend equivalent rights vest proportionately with the underlying restricted stock units. The related RSUs vest in three equal installments on the first, second, and third anniversaries of May 1, 2024, January 1, 2025, and April 1, 2025, depending on the specific award referenced.

What are the EVP & CCO’s derivative holdings after these ULS transactions?

Following the reported transactions, the officer beneficially owned 2,268, 3,030, and 2,830 derivative securities in the respective restricted stock unit lines, including all dividend equivalent rights accrued on those RSUs to date. These positions are held directly.

Does this UL Solutions (ULS) Form 4 involve cash purchases or sales of stock?

The reported activity involves restricted stock units and dividend equivalent rights with an exercise price of $0. It reflects equity-based compensation accruals rather than open-market cash purchases or sales of UL Solutions Class A common stock.