UL Solutions director granted 19 dividend RSUs

Director Marla C. Gottschalk received additional deferred restricted stock units as dividend equivalents tied to prior UL Solutions Inc. equity awards.

Rhea-AI Filing Summary

UL Solutions Inc. (symbol: ULS) is the issuer of record for a Form 4 filing submitted to the SEC. GOTTSCHALK MARLA C reported acquisition or exercise transactions in this Form 4 filing.

UL Solutions Inc. (ULS) reports that director Marla C. Gottschalk received three grants totaling 19 Deferred Restricted Stock Units (DRSUs) on September 10, 2026 as dividend equivalent rights on DRSUs she already holds. Each DRSU represents a contingent right to receive one share of Class A Common Stock and will be settled in shares on a date or events specified under the company’s Non-Employee Director Deferred Compensation Plan.

Insider Trade Summary

Grant/Award: 19 shares

Grant/Award 3 txns

Insider GOTTSCHALK MARLA C

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Deferred Restricted Stock Units F1, F2, F3, F4	10	$0.00	$0.00
Grant/Award	Deferred Restricted Stock Units F1, F2, F5, F4	5	$0.00	$0.00
Grant/Award	Deferred Restricted Stock Units F1, F2, F6, F4	4	$0.00	$0.00

Holdings After Transaction: Deferred Restricted Stock Units — 10,006 contracts (Direct)

Footnotes (6)

1. F1. Each deferred restricted stock unit ("DRSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. F2. Represents accrual of dividend equivalent rights on DRSUs held by the Reporting Person.
3. F3. 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. F4. Includes DRSUs and all dividend equivalent rights that have accrued on such DRSUs to date.
5. F5. 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. F6. 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.

Key Figures

DRSUs granted (first transaction): 10 units DRSUs granted (second transaction): 5 units DRSUs granted (third transaction): 4 units +4 more

7 metrics

DRSUs granted (first transaction) 10 units Deferred Restricted Stock Units acquired on September 10, 2026 as dividend equivalent rights

DRSUs granted (second transaction) 5 units Deferred Restricted Stock Units acquired on September 10, 2026 as dividend equivalent rights

DRSUs granted (third transaction) 4 units Deferred Restricted Stock Units acquired on September 10, 2026 as dividend equivalent rights

Conversion ratio 1 share per unit Each DRSU represents a contingent right to receive one share of Class A Common Stock

Vesting date for one related DRSU award May 1, 2025 Related DRSUs vested on May 1, 2025 and will be settled as provided under the Plan

Vesting date for another related DRSU award May 20, 2026 Related DRSUs vested on May 20, 2026 and will be settled as provided under the Plan

Future vesting trigger Earlier of May 20, 2027 or annual meeting Certain related DRSUs vest on the earlier of May 20, 2027 or the annual meeting following the May 20, 2026 grant date

Key Terms

Deferred Restricted Stock Units, dividend equivalent rights, Class A Common Stock, Non-Employee Director Deferred Compensation Plan

4 terms

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.

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.

Non-Employee Director Deferred Compensation Plan financial

"pursuant to the Issuer's Non-Employee Director Deferred Compensation Plan"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What equity awards did ULS director Marla C. Gottschalk receive in this Form 4?

The filing shows three acquisitions totaling 19 Deferred Restricted Stock Units on September 10, 2026. These represent dividend equivalent rights credited on deferred restricted stock units already held by the director.

How many Deferred Restricted Stock Units did ULS report for each transaction?

On September 10, 2026, UL Solutions Inc. reported awards of 10, 5, and 4 Deferred Restricted Stock Units, each at a reported price of $0.00 per unit, all categorized as grant or award acquisitions.

What does each ULS Deferred Restricted Stock Unit represent?

Each Deferred Restricted Stock Unit (DRSU) reported for ULS represents a contingent right to receive one share of the issuer’s Class A Common Stock, according to the footnotes describing these awards.

Are the ULS dividend-equivalent DRSUs tied to specific vesting dates?

Yes. The notes state related DRSUs vested on May 1, 2025 and May 20, 2026, and another tranche will vest on the earlier of May 20, 2027 or the annual meeting following the May 20, 2026 grant date.

When will the reported ULS DRSUs be settled into Class A Common Stock?

The DRSUs, including these dividend equivalent rights, will be settled in shares of Class A Common Stock either on a date selected by the reporting person under the Non-Employee Director Deferred Compensation Plan or as otherwise provided by that Plan.

Were the ULS transactions made under a Rule 10b5-1 trading plan?

The filing indicates no Rule 10b5-1 plan is reported. The document-level Rule 10b5-1 checkbox is not marked as being made pursuant to such a trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/14/2026 - 05:24 PM Accepted by SEC EDGAR 09/14/2026 - 05:23 PM Learn about SEC filing dates

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^*

GOTTSCHALK MARLA C

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			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
Deferred Restricted Stock Units	(1)	09/10/2026		A		10(2)		(3)	(3)	Class A Common Stock	10	$0	4,979(4)	D
Deferred Restricted Stock Units	(1)	09/10/2026		A		5(2)		(5)	(5)	Class A Common Stock	5	$0	2,814(4)	D
Deferred Restricted Stock Units	(1)	09/10/2026		A		4(2)		(6)	(6)	Class A Common Stock	4	$0	2,213(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-Fact	09/14/2026
	** 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.
* Form 4: SEC 1474 (03-26)