[Form 4] UL Solutions Inc. Insider Trading Activity

Rhea-AI Filing Summary

UL Solutions Inc. insider Form 4 summary: Director George A. Williams reported the accrual and receipt of dividend-equivalent rights tied to deferred restricted stock units. On 09/08/2025 he was credited with 10 dividend-equivalent rights related to vested deferred restricted stock units and 5 dividend-equivalent rights on additional deferred restricted stock units that continue to vest. The accruals have $0 transaction price and increase his reported beneficial holdings to 4,946 and 2,797 Class A common stock-equivalent units, respectively. The deferred units are expected to be settled in shares under the company's non-employee director deferred compensation plan.

Positive

• Alignment with shareholders: Director compensation is delivered in equity-linked units, which can align director incentives with shareholder interests
• Transparency: The Form 4 clearly discloses accruals and expected settlement mechanisms under the deferred compensation plan

Negative

• No material negatives disclosed: The filing shows standard accruals at $0 and does not report sales, major transfers, or reductions in holdings

Insights

Corporate Governance Expert

TL;DR: Routine non-employee director compensation accruals; no cash purchase or sale and no immediate dilution.

The Form 4 documents accrual of dividend-equivalent rights on deferred restricted stock units for a director, reflecting standard long-term compensation governance. The entries show accruals (10 and 5 dividend-equivalent rights) posted at $0, consistent with non-cash adjustments that convert to shares under the deferred compensation plan. There is no indication of a cash transaction, stock sale, or change in control provisions in this filing. Impact to shareholders is minimal and customary for director pay programs.

Securities Analyst

TL;DR: Administrative equity accruals recorded; not a material corporate event.

The report records the mechanical settlement expectations for deferred restricted stock units and accrued dividend equivalents, increasing the reporting person's beneficial units to 4,946 and 2,797 in two categories. Transaction codes and $0 pricing indicate these are non-purchase accruals. For investors, this filing signals routine director compensation activity rather than operational or financial developments affecting company performance.

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^*

WILLIAMS GEORGE A

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/08/2025

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
Deferred Restricted Stock Unit	(1)	09/08/2025		A		10(2)		(3)	(3)	Class A Common Stock	10	$0	4,946(4)	D
Deferred Restricted Stock Unit	(1)	09/08/2025		A		5(2)		(5)	(5)	Class A Common Stock	5	$0	2,797(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 deferred restricted stock units held by the Reporting Person.

3. The dividend equivalent rights accrued on deferred restricted stock units held by the Reporting Person and vest proportionately with the deferred restricted stock units to which they relate. The deferred restricted stock units vested on May 1, 2025 and are expected to 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 deferred restricted stock units and all dividend equivalent rights that have accrued on such deferred restricted stock units to date.

5. The dividend equivalent rights accrued on deferred restricted stock units held by the Reporting Person and vest proportionately with the deferred restricted stock units to which they relate. The deferred restricted stock units will vest on the earlier of May 20, 2026 or the date of the annual meeting following the grant date and are expected to 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.

	/s/ Ryan Robinson, Attorney-in-Fact	09/10/2025
	** 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).
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.

FAQ

What did George A. Williams report on the Form 4 for ULS?

The Form 4 reports accrual of 10 and 5 dividend-equivalent rights on deferred restricted stock units that are expected to be settled in Class A common stock under the company's deferred compensation plan.

Do the reported transactions involve cash purchases or sales?

No. The entries show a $0 price and represent accruals of dividend-equivalent rights, not cash purchases or dispositions.

How many Class A common stock-equivalent units does the reporting person hold after the transactions?

The report lists beneficial ownership amounts of 4,946 and 2,797 units in the two reported categories following the accruals.

Are the deferred restricted stock units vested or unvested?

One set of deferred restricted stock units vested earlier and their dividend equivalents vest proportionately; another set will vest on the earlier of May 20, 2026 or the next annual meeting, per the filing.

Will these accruals dilute existing shareholders immediately?

No immediate dilution is indicated; the entries are accruals and settlement is expected later under the plan.