UL Solutions (NYSE: ULS) CEO logs dividend-equivalent restricted stock unit awards

Rhea-AI Filing Summary

UL Solutions Inc. reported insider equity activity by its President and CEO, who is also a director. On 12/08/2025, the reporting person accrued dividend equivalent rights tied to existing restricted stock units. Two entries each reflect 71 restricted stock units credited at a price of $0, increasing the derivative holdings associated with the company’s Class A common stock.

Each dividend equivalent right represents a contingent right to receive one share of Class A common stock and accrues on restricted stock units already held. These rights vest proportionately with the underlying restricted stock units, which vest in three equal installments on the first, second, and third anniversaries of May 1, 2024 and April 1, 2025, as applicable. Following these transactions, the filings show updated beneficial ownership amounts of derivative securities held directly.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Scanlon Jennifer F.

Role President and CEO

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	71	$0.00	--
Grant/Award	Restricted Stock Units	71	$0.00	--

Holdings After Transaction: Restricted Stock Units — 42,761 shares (Direct)

Footnotes (1)

1. Each dividend equivalent right represents a contingent right to receive one share of the Issuer's Class A Common Stock. Represents accrual of dividend equivalent rights on restricted stock units held by the Reporting Person. 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 vested or will vest in three equal installments on the first, second and third anniversaries of May 1, 2024. Includes restricted stock units and all dividend equivalent rights that have accrued on such restricted stock units to date. 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 in three equal installments on the first, second and third anniversaries of April 1, 2025.

Form 4 Insider Transactions: What Each Field Means →

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

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^*

Scanlon Jennifer F.

(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
X	Officer (give title below)		Other (specify below)
	President and CEO

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
Restricted Stock Units	(1)	12/08/2025		A		71(2)		(3)	(3)	Class A Common Stock	71	$0	42,761(4)	D
Restricted Stock Units	(1)	12/08/2025		A		71(2)		(5)	(5)	Class A Common Stock	71	$0	42,726(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 vested or will vest in three equal installments on the first, second and third anniversaries of May 1, 2024.

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

5. 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 in three equal installments on the first, second and third anniversaries of April 1, 2025.

	/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.
* 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 insider transaction did UL Solutions Inc. (ULS) report on this Form 4?

The Form 4 reports that UL Solutions Inc.’s President and CEO, who is also a director, accrued dividend equivalent rights on existing restricted stock units on 12/08/2025. These were recorded as two separate acquisitions of 71 restricted stock units each, at a price of $0, tied to the company’s Class A common stock.

How many restricted stock unit dividend equivalents were credited to the UL Solutions (ULS) CEO?

Two separate derivative transactions each show 71 restricted stock units acquired as dividend equivalent rights on 12/08/2025. Each dividend equivalent right represents a contingent right to receive one share of UL Solutions Inc. Class A common stock.

What do the dividend equivalent rights for UL Solutions (ULS) restricted stock units represent?

Each dividend equivalent right reported represents a contingent right to receive one share of UL Solutions Inc. Class A Common Stock. These rights accrue on restricted stock units held by the reporting person whenever dividends are declared on the underlying shares.

When do the UL Solutions (ULS) restricted stock units and related dividend equivalents vest?

The filing explains that the dividend equivalent rights vest proportionately with the related restricted stock units. One set of restricted stock units vested or will vest in three equal installments on the first, second, and third anniversaries of May 1, 2024, and another will vest in three equal installments on the first, second, and third anniversaries of April 1, 2025.

How many derivative securities does the UL Solutions (ULS) CEO beneficially own after these transactions?

After the reported transactions, one line in the derivative table shows 42,761 derivative securities beneficially owned following the transaction, and another line shows 42,726, each held directly. These amounts include restricted stock units and all dividend equivalent rights that have accrued on such units to date.

What role does the reporting person hold at UL Solutions Inc. (ULS)?

The reporting person is identified as both a Director and an Officer of UL Solutions Inc., serving specifically as President and CEO. The Form 4 is filed as a form by one reporting person.