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

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

UL Solutions Inc. director Kevin Kennedy reported routine compensation-related grants of deferred restricted stock units. On the reported date, he acquired 8 and 4 additional deferred restricted stock units, each representing a contingent right to receive one share of Class A Common Stock, through accrual of dividend equivalent rights.

These dividend equivalents accrue on deferred restricted stock units he already holds and vest in step with those underlying units. One block of related deferred restricted stock units vested on May 1, 2025, while another will vest on the earlier of May 20, 2026 or the next annual meeting following the grant date, with settlement in shares under the company’s Non-Employee Director Deferred Compensation Plan.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider KENNEDY KEVIN

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Restricted Stock Units	8	$0.00	--
Grant/Award	Deferred Restricted Stock Units	4	$0.00	--

Holdings After Transaction: Deferred Restricted Stock Units — 4,962 shares (Direct)

Footnotes (1)

Each deferred restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock. Represents accrual of dividend equivalent rights on deferred restricted stock units held by the Reporting Person. The dividend equivalent rights accrued on deferred restricted stock units held by the Reporting Person and vest proportionately with the deferred restricted stock units to which they relate. The deferred restricted stock units vested on May 1, 2025 and are expected to 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 deferred restricted stock units and all dividend equivalent rights that have accrued on such deferred restricted stock units to date. The dividend equivalent rights accrued on deferred restricted stock units held by the Reporting Person and vest proportionately with the deferred restricted stock units to which they relate. The deferred restricted stock units will vest on the earlier of May 20, 2026 or the date of the annual meeting following the grant date and are expected to 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.

Form 4 Insider Transactions: What Each Field Means →

03/16/2026 - 09:02 PM

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^*

KENNEDY KEVIN

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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)
Deferred Restricted Stock Units	⁽¹⁾	03/12/2026		A		8⁽²⁾		⁽³⁾	⁽³⁾	Class A Common Stock	8	$0	4,962⁽⁴⁾	D
Deferred Restricted Stock Units	⁽¹⁾	03/12/2026		A		4⁽²⁾		⁽⁵⁾	⁽⁵⁾	Class A Common Stock	4	$0	2,805⁽⁴⁾	D

Explanation of Responses:

1. Each deferred restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.

2. Represents accrual of dividend equivalent rights on deferred restricted stock units held by the Reporting Person.

3. The dividend equivalent rights accrued on deferred restricted stock units held by the Reporting Person and vest proportionately with the deferred restricted stock units to which they relate. The deferred restricted stock units vested on May 1, 2025 and are expected to 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 deferred restricted stock units and all dividend equivalent rights that have accrued on such deferred restricted stock units to date.

5. The dividend equivalent rights accrued on deferred restricted stock units held by the Reporting Person and vest proportionately with the deferred restricted stock units to which they relate. The deferred restricted stock units will vest on the earlier of May 20, 2026 or the date of the annual meeting following the grant date and are expected to 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-Fact	03/16/2026
	** 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

FAQ

What insider transaction did UL Solutions (ULS) director Kevin Kennedy report?

Kevin Kennedy reported acquiring additional deferred restricted stock units as part of his director compensation. These awards came from dividend equivalent rights accruing on units he already holds, increasing his contingent rights to receive future Class A Common Stock rather than reflecting open-market trading.

What are deferred restricted stock units in the UL Solutions (ULS) Form 4?

Each deferred restricted stock unit represents a contingent right to receive one share of UL Solutions Class A Common Stock. They are typically settled in stock at a later date under the Non-Employee Director Deferred Compensation Plan rather than being immediately deliverable or traded shares.

Do Kevin Kennedy’s reported awards in UL Solutions (ULS) involve open-market buying or selling?

The reported awards do not involve open-market buying or selling. They are grants of deferred restricted stock units and related dividend equivalent rights, received at a price of $0.0000 per unit as part of director compensation, not cash purchases or sales in the public market.

How do dividend equivalent rights work for UL Solutions (ULS) deferred restricted stock units?

Dividend equivalent rights accrue on deferred restricted stock units held by the reporting person and vest proportionately with those units. When the underlying deferred units vest, these equivalents also vest and are expected to be settled in shares of Class A Common Stock according to the company’s plan rules.

When will Kevin Kennedy’s UL Solutions (ULS) deferred restricted stock units vest and settle?

One group of deferred restricted stock units vested on May 1, 2025, while another group will vest on the earlier of May 20, 2026 or the next annual meeting. After vesting, they are expected to be settled in Class A Common Stock under the Non-Employee Director Deferred Compensation Plan.

How are Kevin Kennedy’s UL Solutions (ULS) deferred units expected to be settled?

The deferred restricted stock units and their dividend equivalent rights are expected to be settled in shares of Class A Common Stock. Settlement occurs either on a date Kennedy selects under the Non-Employee Director Deferred Compensation Plan or as otherwise provided by that plan’s terms.