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UL Solutions director acquires 4 deferred stock units

A UL Solutions Inc. director received a small DRSU dividend-equivalent accrual, bringing his deferred restricted stock unit balance to 2,213 units.

(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. THAMAN MICHAEL H reported acquisition or exercise transactions in this Form 4 filing.

UL Solutions Inc. (ULS) director Michael H. Thaman reported an award of 4 Deferred Restricted Stock Units (DRSUs) on September 10, 2026, credited as dividend equivalent rights on DRSUs he already holds. Each DRSU represents a contingent right to receive one share of Class A Common Stock. After this accrual, he holds 2,213 DRSUs (including all accrued dividend equivalents), which 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 under the company’s Non-Employee Director Deferred Compensation Plan. No Rule 10b5-1 trading plan is reported.

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Insider THAMAN MICHAEL H
Role Director
Type Security Shares Price Value
Grant/Award Deferred Restricted Stock Units F1, F2, F3, F4 4 $0.00 $0.00
Holdings After Transaction: Deferred Restricted Stock Units — 2,213 contracts (Direct)
Footnotes (4)
  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 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 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.
DRSUs awarded 4 units Dividend equivalent rights credited on September 10, 2026
DRSUs after transaction 2,213 units Total Deferred Restricted Stock Units held by the director following the award
Vesting date trigger May 20, 2027 DRSUs vest on the earlier of May 20, 2027, or the annual meeting following the May 20, 2026 grant date
Underlying Class A Common Stock per DRSU 1 share Each Deferred Restricted Stock Unit represents one share of Class A Common Stock upon settlement
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.
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 insider transaction did UL Solutions Inc. (ULS) report in this Form 4?

The filing reports that director Michael H. Thaman received an award of 4 Deferred Restricted Stock Units (DRSUs) on September 10, 2026, as dividend equivalent rights accruing on DRSUs he already holds.

How many Deferred Restricted Stock Units does the UL Solutions Inc. (ULS) director hold after this transaction?

After the transaction, Michael H. Thaman holds 2,213 Deferred Restricted Stock Units, which include both the original DRSUs and all dividend equivalent rights that have accrued on those DRSUs to date.

What does each Deferred Restricted Stock Unit represent for ULS insiders?

Each Deferred Restricted Stock Unit (DRSU) represents a contingent right to receive one share of UL Solutions Inc. Class A Common Stock, to be delivered in the future according to the applicable vesting and settlement terms.

When do the UL Solutions Inc. (ULS) DRSUs reported in this Form 4 vest and settle?

The DRSUs and related dividend equivalent rights 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 Class A Common Stock under the Non-Employee Director Deferred Compensation Plan.

Was the UL Solutions Inc. (ULS) Form 4 transaction made under a Rule 10b5-1 plan?

No. The filing’s Rule 10b5-1 checkbox is not marked, and no footnote states that this award of DRSUs or dividend equivalent rights was made under a Rule 10b5-1 trading plan.

What type of security was involved in the UL Solutions Inc. (ULS) Form 4 transaction?

The transaction involved Deferred Restricted Stock Units, which are derivative securities that will be settled in shares of UL Solutions Inc. Class A Common Stock upon vesting and distribution under the company’s deferred compensation 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*
THAMAN MICHAEL H

(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)09/10/2026A4(2) (3) (3)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 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 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.
/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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