UL Solutions executive updates RSU dividend equivalents in Form 4

UL Solutions Inc. executive reports routine equity award adjustments.

Accepted by SEC EDGAR 12/10/2025 - 04:15 PM EST

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Rhea-AI Filing Summary

UL Solutions Inc. executive reports routine equity award adjustments. The company’s EVP & Chief Human Resources Officer filed a Form 4 reporting small grants of dividend equivalent rights tied to existing restricted stock units (RSUs) on Class A common stock. These dividend equivalents accrued as of December 8, 2025 and give the holder the right to receive one share of Class A common stock for each right when the related RSUs vest. The RSUs and their associated dividend equivalents vest in three equal installments on the first, second and third anniversaries of May 1, 2024 and April 1, 2025, respectively. Following these transactions, the executive beneficially owns a few thousand RSUs and related dividend equivalents, all held directly.

Insider Trade Summary

Grant/Award: 8 shares

Grant/Award 2 txns

Insider Chapin Linda S

Role EVP & CHRO

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	4	$0.00	$0.00
Grant/Award	Restricted Stock Units	4	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 5,666 contracts (Direct)

Footnotes (5)

F1. Each dividend equivalent right represents a contingent right to receive one share of the Issuer's Class A Common Stock.
F2. Represents accrual of dividend equivalent rights on restricted stock units held by the Reporting Person.
F3. 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.
F4. Includes restricted stock units and all dividend equivalent rights that have accrued on such restricted stock units to date.
F5. 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.

FAQ

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

The filing reports that the EVP & Chief Human Resources Officer received small grants of dividend equivalent rights tied to existing restricted stock units on UL Solutions Inc. Class A common stock as of December 8, 2025.

What are the dividend equivalent rights reported for UL Solutions Inc. (ULS)?

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

How do the UL Solutions (ULS) dividend equivalent rights vest?

The dividend equivalent rights vest proportionately with the related restricted stock units. One RSU grant vests in three equal installments on the first, second and third anniversaries of May 1, 2024, and another vests in three equal installments on the first, second and third anniversaries of April 1, 2025.

What is the exercise price of the reported UL Solutions (ULS) derivative securities?

The reported derivative securities are restricted stock units and associated dividend equivalent rights with an exercise price of $0 per share.

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

After the reported transactions, the executive beneficially owns 2,915 restricted stock units and related dividend equivalents from one grant and 2,751 from another grant, all held directly.

Who is the reporting person in this UL Solutions Inc. (ULS) Form 4 and what is their role?

The reporting person is an officer of UL Solutions Inc., serving as Executive Vice President & Chief Human Resources Officer.

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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^*

Chapin Linda S

(Last)

(First)

(Middle)

C/O UL SOLUTIONS INC.

333 PFINGSTEN ROAD

(Street)

NORTHBROOK

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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP & CHRO

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	12/08/2025		A		4⁽²⁾		⁽³⁾	⁽³⁾	Class A Common Stock	4	$0	2,915⁽⁴⁾	D
Restricted Stock Units	⁽¹⁾	12/08/2025		A		4⁽²⁾		⁽⁵⁾	⁽⁵⁾	Class A Common Stock	4	$0	2,751⁽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.

Source: View Original Filing on SEC EDGAR