UL Solutions (NYSE: ULS) director reports dividend equivalent rights on deferred stock units

Rhea-AI Filing Summary

UL Solutions Inc. director reports accrual of dividend equivalent rights on deferred stock units. A Form 4 discloses that, on December 8, 2025, the reporting person acquired additional deferred restricted stock units tied to the company’s Class A common stock. These awards reflect 8 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.

The dividend equivalent rights accrue on existing deferred restricted stock units and vest in step with those underlying units. One tranche vested on May 1, 2025, while another will vest on the earlier of May 20, 2026 or the next annual meeting following the grant date. After the reported transactions, the reporting person holds 4,954 and 2,801 deferred restricted stock units (including accrued dividend equivalents) in two separate awards, which are expected to be settled in shares under the company’s Non-Employee Director Deferred Compensation Plan.

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^*

SUSMAN SALLY

(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)
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
Deferred Restricted Stock Units	(1)	12/08/2025		A		8(2)		(3)	(3)	Class A Common Stock	8	$0	4,954(4)	D
Deferred Restricted Stock Units	(1)	12/08/2025		A		4(2)		(5)	(5)	Class A Common Stock	4	$0	2,801(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	12/10/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

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

The filing reports that a director acquired additional deferred restricted stock units in the form of dividend equivalent rights tied to UL Solutions Inc.'s Class A common stock on December 8, 2025.

How many dividend equivalent rights were acquired in the UL Solutions (ULS) Form 4?

The director received 8 dividend equivalent rights in one award and 4 dividend equivalent rights in another award, each representing a contingent right to receive one share of Class A common stock.

What is a dividend equivalent right in the UL Solutions Inc. (ULS) Form 4?

Each dividend equivalent right represents a contingent right to receive one share of UL Solutions Inc.'s Class A common stock, accruing on deferred restricted stock units held by the director.

When do the reported UL Solutions (ULS) deferred restricted stock units vest?

One set of deferred restricted stock units vested on May 1, 2025. Another set will vest on the earlier of May 20, 2026 or the date of the annual meeting following the grant date.

How many deferred restricted stock units does the UL Solutions (ULS) director hold after these transactions?

After the reported transactions, the director beneficially owns 4,954 deferred restricted stock units in one award and 2,801 in another, including all accrued dividend equivalent rights.

Is there any cash consideration involved in the UL Solutions (ULS) dividend equivalent rights reported?

The reported dividend equivalent rights were acquired at an exercise price of $0 and are expected to be settled in shares of Class A common stock under the company’s deferred compensation plan.