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UL Solutions (NYSE: ULS) director receives new deferred stock unit awards

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Shannon James M reported acquisition or exercise transactions in this Form 4 filing.

UL Solutions Inc. director Shannon James M reported three small compensation-related awards of Deferred Restricted Stock Units on June 8, 2026. These awards, totaling 14 units (3, 4, and 7), represent dividend equivalent rights that accrue on existing deferred stock holdings and cost $0.00 per unit.

Each Deferred Restricted Stock Unit represents a contingent right to receive one share of Class A Common Stock. The footnotes explain that these dividend equivalents vest in step with the underlying Deferred Restricted Stock Units and will be settled in Class A shares under the company’s Non-Employee Director Deferred Compensation Plan. After the latest grant, the director holds 4,969 Deferred Restricted Stock Units and related dividend equivalents.

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Insider Shannon James M
Role null
Type Security Shares Price Value
Grant/Award Deferred Restricted Stock Units 7 $0.00 --
Grant/Award Deferred Restricted Stock Units 4 $0.00 --
Grant/Award Deferred Restricted Stock Units 3 $0.00 --
Holdings After Transaction: Deferred Restricted Stock Units — 4,969 shares (Direct, null)
Footnotes (1)
  1. Each deferred restricted stock unit ("DRSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock. Represents accrual of dividend equivalent rights on DRSUs held by the Reporting Person. 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. Includes DRSUs and all dividend equivalent rights that have accrued on such DRSUs to date. 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. 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.
Deferred RSU grant 1 3 units at $0.00 Dividend-equivalent Deferred Restricted Stock Units granted on June 8, 2026
Deferred RSU grant 2 4 units at $0.00 Additional dividend-equivalent units granted on June 8, 2026
Deferred RSU grant 3 7 units at $0.00 Further dividend-equivalent units granted on June 8, 2026
Holding after final grant 4,969 units Total Deferred Restricted Stock Units and dividend equivalents following transactions
Vesting date 1 May 1, 2025 Certain Deferred Restricted Stock Units and dividend equivalents already vested
Latest vesting horizon May 20, 2027 Deferred units vest by this date or the next annual meeting
Deferred Restricted Stock Units financial
"Each deferred restricted stock unit ("DRSU") represents a contingent right to receive one share"
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 by the Reporting Person."
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 (the "Plan")"
Class A Common Stock financial
"settled in shares 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.
Grant, award, or other acquisition financial
"transaction_code_description": "Grant, award, or other acquisition""
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Form 4 Insider Transactions: What Each Field Means →
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)
06/08/2026		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)06/08/2026A7(2) (3) (3)Class A Common Stock7$04,969(4)D
Deferred Restricted Stock Units(1)06/08/2026A4(2) (5) (5)Class A Common Stock4$02,809(4)D
Deferred Restricted Stock Units(1)06/08/2026A3(2) (6) (6)Class A Common Stock3$02,209(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-Fact06/10/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What did UL Solutions (ULS) insider Shannon James M report in this Form 4?

The Form 4 shows Shannon James M received three small awards of Deferred Restricted Stock Units as dividend-equivalent accruals. These are compensation-related grants rather than open-market purchases, tied to existing deferred stock holdings and payable in Class A Common Stock later.

How many Deferred Restricted Stock Units were granted to the UL Solutions (ULS) director?

The director received 14 Deferred Restricted Stock Units in total on June 8, 2026, through three separate awards of 3, 4, and 7 units. Each unit corresponds to one future share of Class A Common Stock when settled under the company’s deferred compensation plan.

Are the UL Solutions (ULS) Form 4 transactions open-market buys or routine compensation?

The transactions are routine compensation awards, not open‑market purchases. They are coded as grant or award acquisitions of dividend equivalent rights on existing Deferred Restricted Stock Units, with a transaction price of $0.00 per unit and settlement in Class A Common Stock later.

How many Deferred Restricted Stock Units does the UL Solutions (ULS) director hold after these grants?

After the June 8, 2026 awards, the director holds 4,969 Deferred Restricted Stock Units and related dividend equivalents. This total reflects prior grants plus the new 3, 4, and 7 unit awards, all ultimately payable in Class A Common Stock under the deferred compensation plan.

When do the UL Solutions (ULS) deferred units and dividend equivalents vest and settle?

The footnotes state certain Deferred Restricted Stock Units vested on May 1, 2025 and May 20, 2026, with others vesting by May 20, 2027 or the next annual meeting. They will be settled in Class A Common Stock on a date chosen under the Non‑Employee Director Deferred Compensation Plan.