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UL Solutions director awarded 19 dividend stock units

A UL Solutions non-employee director accrued 19 additional deferred restricted stock units as dividend equivalents tied to prior awards.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

UL Solutions Inc. (symbol: ULS) is the issuer of record for a Form 4 filing submitted to the SEC. Shannon James M reported acquisition or exercise transactions in this Form 4 filing.

UL Solutions Inc. (ULS) reported that director Shannon James M received three awards of Deferred Restricted Stock Units (DRSUs) on September 10, 2026, totaling 19 DRSUs. These awards represent accruals of dividend equivalent rights on previously granted DRSUs and each DRSU is a contingent right to one share of Class A Common Stock. The related DRSUs vested or will vest on May 1, 2025, May 20, 2026, and the earlier of May 20, 2027 or the next annual meeting, and will be settled in Class A shares according to the company’s Non-Employee Director Deferred Compensation Plan.

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Insider Shannon James M
Role Director
Type Security Shares Price Value
Grant/Award Deferred Restricted Stock Units F1, F2, F3, F4 10 $0.00 $0.00
Grant/Award Deferred Restricted Stock Units F1, F2, F5, F4 5 $0.00 $0.00
Grant/Award Deferred Restricted Stock Units F1, F2, F6, F4 4 $0.00 $0.00
Holdings After Transaction: Deferred Restricted Stock Units — 10,006 contracts (Direct)
Footnotes (6)
  1. F1. Each deferred restricted stock unit ("DRSU") 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 DRSUs held by the Reporting Person.
  3. F3. The dividend equivalent rights accrued on DRSUs held by the Reporting Person and vest proportionately with the DRSUs to which they relate. The DRSUs vested on May 1, 2025, and will 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. F4. Includes DRSUs and all dividend equivalent rights that have accrued on such DRSUs to date.
  5. F5. The dividend equivalent rights accrued on DRSUs held by the Reporting Person and vest proportionately with the DRSUs to which they relate. The DRSUs vested on May 20, 2026, and will 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.
  6. F6. The dividend equivalent rights accrued on DRSUs held by the Reporting Person and vest proportionately with the DRSUs to which they relate. The DRSUs vest on the earlier of May 20, 2027, or the date of the annual meeting following the May 20, 2026, grant date and will 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.
DRSUs acquired 10 units Deferred Restricted Stock Units granted September 10, 2026 as dividend equivalent rights
Additional DRSUs acquired 5 units Second Deferred Restricted Stock Unit award on September 10, 2026
Additional DRSUs acquired 4 units Third Deferred Restricted Stock Unit award on September 10, 2026
Total DRSUs from dividend equivalents 19 units Sum of three DRSU awards reported on September 10, 2026
Vesting date May 1, 2025 One related DRSU grant vested on this date and will be settled per the Plan
Vesting date May 20, 2026 Another related DRSU grant vested on this date and will be settled per the Plan
Future vesting date Earlier of May 20, 2027 or next annual meeting Remaining related DRSUs vest on this schedule and will be settled per the Plan
Deferred Restricted Stock Units financial
"Each deferred restricted stock unit ("DRSU") represents a contingent right"
Deferred restricted stock units are promises by a company to give employees or executives company shares at a future date, subject to conditions like continued employment or performance targets; the delivery and tax event are intentionally delayed. They matter to investors because they affect when new shares may be issued and how executives are motivated—like a paycheck held in escrow that vests over time, influencing potential share dilution and management behavior.
dividend equivalent rights financial
"Represents accrual of dividend equivalent rights on DRSUs held"
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.
Class A Common Stock financial
"receive 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.
Non-Employee Director Deferred Compensation Plan financial
"pursuant to the Issuer's Non-Employee Director Deferred Compensation Plan"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did UL Solutions Inc. (ULS) report for director Shannon James M on this Form 4?

The filing reports that director Shannon James M received three grants totaling 19 Deferred Restricted Stock Units on September 10, 2026, reflecting dividend equivalent rights accrued on previously granted DRSUs.

What securities were involved in the September 10, 2026 Form 4 for ULS?

The transactions involved Deferred Restricted Stock Units, each representing a contingent right to receive one share of UL Solutions Inc. Class A Common Stock upon settlement under the company’s Non-Employee Director Deferred Compensation Plan.

How many Deferred Restricted Stock Units did the ULS director acquire?

On September 10, 2026, the director acquired 10 DRSUs, 5 DRSUs, and 4 DRSUs in three separate transactions, for a total of 19 Deferred Restricted Stock Units, all at a reported transaction price of $0.00 per unit.

Why were these Deferred Restricted Stock Units granted at UL Solutions Inc. (ULS)?

The footnotes state that these units represent accrual of dividend equivalent rights on DRSUs held by the reporting person, meaning they are additional units credited in connection with dividends on previously awarded DRSUs.

Were the UL Solutions (ULS) Form 4 transactions under a Rule 10b5-1 trading plan?

The document-level checkbox for Rule 10b5-1 is not checked, so these reported DRSU acquisitions are not affirmed as having been made under a Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
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*
Shannon James M

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/10/2026
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
Deferred Restricted Stock Units(1)09/10/2026A10(2) (3) (3)Class A Common Stock10$04,979(4)D
Deferred Restricted Stock Units(1)09/10/2026A5(2) (5) (5)Class A Common Stock5$02,814(4)D
Deferred Restricted Stock Units(1)09/10/2026A4(2) (6) (6)Class A Common Stock4$02,213(4)D
Explanation of Responses:
1. Each deferred restricted stock unit ("DRSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. Represents accrual of dividend equivalent rights on DRSUs held by the Reporting Person.
3. The dividend equivalent rights accrued on DRSUs held by the Reporting Person and vest proportionately with the DRSUs to which they relate. The DRSUs vested on May 1, 2025, and will 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 DRSUs and all dividend equivalent rights that have accrued on such DRSUs to date.
5. The dividend equivalent rights accrued on DRSUs held by the Reporting Person and vest proportionately with the DRSUs to which they relate. The DRSUs vested on May 20, 2026, and will 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.
6. The dividend equivalent rights accrued on DRSUs held by the Reporting Person and vest proportionately with the DRSUs to which they relate. The DRSUs vest on the earlier of May 20, 2027, or the date of the annual meeting following the May 20, 2026, grant date and will 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-Fact09/14/2026
** 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)

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