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UL Solutions (ULS) officer granted additional RSU dividend equivalents

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

Rhea-AI Filing Summary

Genovesi John A reported acquisition or exercise transactions in this Form 4 filing.

UL Solutions Inc. officer John A. Genovesi reported three small compensation-related awards of restricted stock units (RSUs) on June 8, 2026. These RSUs represent dividend equivalent rights that accrue on existing RSU holdings and each unit corresponds to one share of Class A Common Stock.

The awards cover 4, 4 and 2 RSUs and relate to prior grants that vest in three equal installments on the first, second and third anniversaries of May 1, 2024, April 1, 2025 and April 1, 2026, respectively. Following these accruals, the filing shows updated RSU-related holdings of 2,960, 2,713 and 1,952 units for the affected grants.

Positive

  • None.

Negative

  • None.
Insider Genovesi John A
Role See Remarks
Type Security Shares Price Value
Grant/Award Restricted Stock Units 2 $0.00 $0.00
Grant/Award Restricted Stock Units 4 $0.00 $0.00
Grant/Award Restricted Stock Units 4 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 7,625 shares (Direct)
Footnotes (6)
  1. F1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
  2. F2. Represents accrual of dividend equivalent rights on RSUs held by the Reporting Person.
  3. F3. 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 in three equal installments on the first, second and third anniversaries of May 1, 2024.
  4. F4. Includes RSUs and all dividend equivalent rights that have accrued on such RSUs to date.
  5. F5. 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 in three equal installments on the first, second and third anniversaries of April 1, 2025.
  6. F6. 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 in three equal installments on the first, second and third anniversaries of April 1, 2026.
RSU grant 1 4 RSUs Dividend equivalent rights, transaction date June 8, 2026
RSU grant 2 4 RSUs Dividend equivalent rights, transaction date June 8, 2026
RSU grant 3 2 RSUs Dividend equivalent rights, transaction date June 8, 2026
RSU holdings after grant 1 2,960 RSUs Total units reported following first transaction
RSU holdings after grant 2 2,713 RSUs Total units reported following second transaction
RSU holdings after grant 3 1,952 RSUs Total units reported following third transaction
Restricted Stock Units financial
"Each restricted stock unit ("RSU") represents a contingent right to receive one share"
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.
dividend equivalent rights financial
"Represents accrual of dividend equivalent rights on RSUs 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.
vest in three equal installments financial
"The RSUs vest in three equal installments on the first, second and third anniversaries"
Class A Common Stock financial
"one share of the Issuer's Class A Common Stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What did UL Solutions (ULS) insider John A. Genovesi report in this Form 4?
John A. Genovesi reported three small awards of restricted stock units (RSUs) tied to dividend equivalent rights. These RSUs accrue on existing grants and are part of his equity compensation, rather than open-market share purchases or sales.

How many restricted stock units were granted to John A. Genovesi in this UL Solutions (ULS) filing?
The filing shows three awards of restricted stock units totaling 10 units: grants of 4, 4 and 2 RSUs. Each RSU represents a contingent right to receive one share of UL Solutions Class A Common Stock when the units vest.

What are dividend equivalent rights on UL Solutions (ULS) RSUs in this filing?
Dividend equivalent rights are additional RSUs that accrue on existing RSU holdings when dividends are declared. In this filing, the accruals increase Genovesi’s RSU balances and vest on the same schedule as the underlying RSU grants.

When do John A. Genovesi’s UL Solutions (ULS) RSU awards vest?
The RSUs tied to these dividend equivalent rights vest in three equal installments on the first, second and third anniversaries of May 1, 2024, April 1, 2025 and April 1, 2026, matching the vesting schedules of the underlying RSU grants.

Are the UL Solutions (ULS) Form 4 transactions open-market buys or sells?
No, the transactions are equity awards, not open-market trades. They are classified as grants or awards of derivative securities (RSUs) that represent dividend equivalent rights, so they do not reflect discretionary stock purchases or sales by Genovesi.

How many UL Solutions (ULS) RSUs does John A. Genovesi hold after these transactions?
After these accruals, the filing shows RSU-related holdings of 2,960, 2,713 and 1,952 units for the affected grants. These balances include both the original RSUs and all dividend equivalent rights accrued to date on those specific awards.
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*
Genovesi John A
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
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
Restricted Stock Units(1)06/08/2026A2(2) (3) (3)Class A Common Stock2$01,952(4)D
Restricted Stock Units(1)06/08/2026A4(2) (5) (5)Class A Common Stock4$02,713(4)D
Restricted Stock Units(1)06/08/2026A4(2) (6) (6)Class A Common Stock4$02,960(4)D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. Represents accrual of dividend equivalent rights on RSUs held by the Reporting Person.
3. 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 in three equal installments on the first, second and third anniversaries of May 1, 2024.
4. Includes RSUs and all dividend equivalent rights that have accrued on such RSUs to date.
5. 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 in three equal installments on the first, second and third anniversaries of April 1, 2025.
6. 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 in three equal installments on the first, second and third anniversaries of April 1, 2026.
Remarks:
Executive Vice President & President, Risk & Compliance Software
/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)

Source: View Original Filing on SEC EDGAR