STOCK TITAN

UL Solutions (ULS) director gains additional deferred stock units via dividends

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

Rhea-AI Filing Summary

Hooper Charles W reported acquisition or exercise transactions in this Form 4 filing.

UL Solutions Inc. director Charles W. Hooper reported three small compensation-related grants of Deferred Restricted Stock Units (DRSUs) on June 8, 2026. These awards reflect dividend equivalent rights accruing on DRSUs he already holds, rather than any open-market stock purchases or sales.

Each DRSU represents a contingent right to receive one share of Class A Common Stock, to be delivered under the company’s Non-Employee Director Deferred Compensation Plan. After these accruals, Hooper holds a total of 4,969 DRSUs and related dividend equivalents. The units vest and settle on schedules defined in the plan.

Positive

  • None.

Negative

  • None.
Insider Hooper Charles W
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.
DRSU grant 1 3 units Deferred Restricted Stock Units granted June 8, 2026
DRSU grant 2 4 units Deferred Restricted Stock Units granted June 8, 2026
DRSU grant 3 7 units Deferred Restricted Stock Units granted June 8, 2026
Holdings after first grant 2,209 units Total DRSUs and dividend equivalents following first June 8, 2026 entry
Holdings after second grant 2,809 units Total DRSUs and dividend equivalents following second June 8, 2026 entry
Final DRSU holdings 4,969 units Total DRSUs and dividend equivalents after last reported transaction
Vesting date 1 May 1, 2025 DRSUs and dividend equivalents that vested on this date
Vesting date 2 May 20, 2026 DRSUs and dividend equivalents that vested on this date
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"
Class A Common Stock financial
"receive one share 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.
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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*
Hooper Charles W

(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)

FAQ

What insider transaction did UL Solutions (ULS) disclose for Charles W. Hooper?

UL Solutions disclosed that director Charles W. Hooper received three small grants of Deferred Restricted Stock Units on June 8, 2026. These represent dividend equivalent rights accruing on existing DRSUs, not open-market trades, and will be settled in Class A Common Stock under the company’s director plan.

How many Deferred Restricted Stock Units does Charles W. Hooper hold after this Form 4?

After the reported transactions, Charles W. Hooper holds a total of 4,969 Deferred Restricted Stock Units and related dividend equivalent rights. Each unit represents a contingent right to receive one share of UL Solutions’ Class A Common Stock under the Non-Employee Director Deferred Compensation Plan.

Were the UL Solutions (ULS) Form 4 transactions open-market buys or sells?

The Form 4 transactions were not open-market buys or sells. They are compensation-related acquisitions coded “A,” representing dividend equivalent rights that accrued on existing Deferred Restricted Stock Units held by director Charles W. Hooper under UL Solutions’ Non-Employee Director Deferred Compensation Plan.

What does each UL Solutions Deferred Restricted Stock Unit (DRSU) represent?

Each Deferred Restricted Stock Unit represents a contingent right to receive one share of UL Solutions’ Class A Common Stock. The units, including related dividend equivalent rights, vest on specified dates and are settled in shares according to the Non-Employee Director Deferred Compensation Plan provisions.

How do dividend equivalent rights work on UL Solutions DRSUs for Charles W. Hooper?

Dividend equivalent rights accrue on Deferred Restricted Stock Units held by Charles W. Hooper and vest proportionately with those underlying DRSUs. Once vested, they will be settled in shares of UL Solutions’ Class A Common Stock at times and in manners allowed by the company’s director deferred compensation plan.

When do the reported UL Solutions DRSUs for Charles W. Hooper vest and settle?

The filing notes DRSUs that vested on May 1, 2025, and May 20, 2026, plus units vesting by May 20, 2027 or an earlier annual meeting. After vesting, they will be settled in Class A Common Stock on dates or events provided under UL Solutions’ director plan.