[Form 4] UL Solutions Inc. Insider Trading Activity

Rhea-AI Filing Summary

UL Solutions Inc. director Friedrich Hecker reported on Form 4 that on 09/08/2025 he was credited with 5 dividend equivalent rights tied to restricted stock units, resulting in beneficial ownership of 2,797 shares of Class A Common Stock. The dividend equivalents accrued on existing restricted stock units and vest on the earlier of May 20, 2026 or the date of the issuers next annual meeting. The transaction was effected at a $0 price because these are accrued dividend-equivalent rights, not a cash purchase. The Form 4 was signed by an attorney-in-fact on behalf of the reporting person.

Insights

Corporate Governance Expert

TL;DR: Director accrual of dividend equivalents modestly increases alignment with shareholders without dilution or cash consideration.

The filing shows a small accrual of 5 dividend-equivalent rights on existing restricted stock units, increasing the directors beneficial holdings to 2,797 Class A shares. These rights vest with the underlying RSUs by May 20, 2026 or at the next annual meeting, preserving standard equity-based incentives. There is no cash transaction and no immediate dilution to public shareholders beyond the underlying equity plan's existing authorization. This is a routine compensation-related reporting event typical for non-employee directors or executives who hold time- or performance-based equity awards.

Securities Analyst

TL;DR: Minor insider accrual recorded; not material to valuation or control.

The reported accrual of 5 dividend-equivalent rights and resulting total of 2,797 beneficially owned shares is immaterial relative to the companys likely outstanding float. The transaction code indicates these are accrued dividend equivalents tied to RSUs and carry a $0 reported price, reflecting non-sale issuance mechanics rather than market activity. For investors, this filing signals routine equity compensation administration rather than any change in ownership control or liquidity events.

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

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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^*

Hecker Friedrich

(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
Restricted Stock Unit	(1)	09/08/2025		A		5(2)		(3)	(3)	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 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 will vest on the earlier of May 20, 2026 or the date of the annual meeting following the grant date.

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

	/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 the Form 4 filed for ULS on 09/08/2025 report?

It reported that director Friedrich Hecker was credited with 5 dividend-equivalent rights tied to RSUs, bringing his beneficial ownership to 2,797 Class A shares.

Does the transaction involve a cash purchase or sale of ULS shares?

No. The filing shows accrued dividend-equivalent rights with a reported price of $0, not a cash purchase or market sale.

When do the accrued dividend equivalents vest for ULS?

They vest proportionately with the underlying RSUs on the earlier of May 20, 2026 or the date of the annual meeting following the grant date.

How many ULS shares does the reporting person beneficially own after this filing?

The reporting person beneficially owns 2,797 shares of Class A Common Stock following the reported accrual.

Who signed the Form 4 for the reporting person?

The Form 4 was signed by Ryan Robinson, Attorney-in-Fact on 09/10/2025.