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Director Williams (ULS) gains deferred stock units tied to dividends

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

Rhea-AI Filing Summary

UL Solutions Inc. director George A. Williams reported acquiring additional deferred restricted stock units (DRSUs) tied to dividend equivalent rights on existing awards. On June 8, 2026, he received 3, 4 and 7 DRSUs, each representing one share of Class A common stock when settled.

The dividend equivalents vest in line with their underlying DRSUs, which vested on May 1, 2025 and May 20, 2026, or will vest by the earlier of May 20, 2027 or the next annual meeting after the 2026 grant. Following these accruals, his DRSU holdings, including accrued dividend equivalents, rose to 4,969 units, to be settled in Class A shares under the company’s Non-Employee Director Deferred Compensation Plan.

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Insider WILLIAMS GEORGE A
Role Director
Type Security Shares Price Value
Grant/Award Deferred Restricted Stock Units 7 $0.00 $0.00
Grant/Award Deferred Restricted Stock Units 4 $0.00 $0.00
Grant/Award Deferred Restricted Stock Units 3 $0.00 $0.00
Holdings After Transaction: Deferred Restricted Stock Units — 9,987 shares (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.
DRSUs granted 3 units Deferred restricted stock units acquired on June 8, 2026
Additional DRSUs granted 4 units Second June 8, 2026 grant tied to dividend equivalents
Additional DRSUs granted 7 units Third June 8, 2026 grant tied to dividend equivalents
Holdings after transaction 2,209 units Total DRSUs including dividend equivalents after first entry
Holdings after transaction 2,809 units Total DRSUs including dividend equivalents after second entry
Holdings after transaction 4,969 units Final DRSU balance including all dividend equivalents
Grant price per unit $0.00 Deferred restricted stock units granted at no cash cost
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
"on a date selected by the Reporting Person pursuant to the Issuer's Non-Employee Director Deferred Compensation Plan"

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transaction did UL Solutions (ULS) report for George A. Williams?
UL Solutions reported that director George A. Williams acquired additional deferred restricted stock units through dividend equivalent accruals. These awards increase his future right to receive Class A common shares under the company’s Non-Employee Director Deferred Compensation Plan when the units are ultimately settled.

How many deferred restricted stock units did George A. Williams receive at UL Solutions (ULS)?
George A. Williams received 3, 4 and 7 deferred restricted stock units, for a total of 14 units. Each unit is tied to dividend equivalents on existing DRSUs and represents one share of UL Solutions’ Class A common stock upon settlement under the deferred compensation plan.

What are deferred restricted stock units (DRSUs) in the UL Solutions (ULS) filing?
Deferred restricted stock units represent a contingent right to receive one share of UL Solutions’ Class A common stock. In this filing, the units also include dividend equivalent rights, which accrue and vest proportionately with the underlying DRSUs, then are settled in shares at dates allowed under the company’s plan.

How many DRSUs does George A. Williams hold after these UL Solutions (ULS) transactions?
After the June 8, 2026 transactions, George A. Williams holds 4,969 deferred restricted stock units. This figure includes both the original DRSUs and all dividend equivalent rights that have accrued on those units to date, all of which will be settled in Class A common stock.

When do George A. Williams’ UL Solutions (ULS) DRSUs vest and settle?
Some of George A. Williams’ DRSUs vested on May 1, 2025 and May 20, 2026, while others vest by the earlier of May 20, 2027 or the next annual meeting after the 2026 grant. They will be settled in Class A shares on dates permitted by UL Solutions’ deferred compensation plan.

What are dividend equivalent rights mentioned in the UL Solutions (ULS) Form 4?
Dividend equivalent rights are credits that mirror dividends on UL Solutions’ stock and accrue on outstanding DRSUs. In this case, those rights convert into additional DRSUs, vest proportionately with the related units, and are ultimately settled in shares of Class A common stock under the company’s plan.
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*
WILLIAMS GEORGE A
(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