STOCK TITAN

[Form 4] UL Solutions Inc. Insider Trading Activity

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

Rhea-AI Filing Summary

UL Solutions Inc. officer Gitte Schjotz reported equity compensation activity involving restricted stock units (RSUs) and Class A common shares. She exercised 1,643 RSUs into 1,643 shares of Class A Common Stock at an exercise price of $0.00 per share, a non‑cash derivative conversion.

She also received 3,941 new RSUs, each representing a contingent right to one Class A share, vesting in three equal installments on the first, second, and third anniversaries of April 1, 2026. In addition, she was issued 9,045 shares of Class A Common Stock at $84.57 per share upon settlement of performance cash awards granted under the company’s Pre‑IPO Long Term Incentive Plan after achievement of specified performance criteria.

Following these transactions, she directly holds 70,496 shares of Class A Common Stock and 3,288 RSUs from earlier awards, plus the new 3,941‑unit RSU grant, including associated dividend equivalent rights.

Positive

  • None.

Negative

  • None.
Insider Schjotz Gitte
Role See Remarks
Type Security Shares Price Value
Exercise Restricted Stock Units 1,643 $0.00 --
Grant/Award Restricted Stock Units 3,941 $0.00 --
Exercise Class A Common Stock 1,643 $0.00 --
Grant/Award Class A Common Stock 9,045 $84.57 $765K
Holdings After Transaction: Restricted Stock Units — 3,288 shares (Direct); Class A Common Stock — 61,451 shares (Direct)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock. The Class A Common Stock was issued to the Reporting Person upon settlement of performance cash awards granted under the Issuer's Pre-IPO Long Term Incentive Plan as a result of the achievement of certain performance criteria not related to the passage of time or stock price. The restricted stock units vest in three equal installments on the first, second and third anniversaries of April 1, 2025. Includes restricted stock units and all dividend equivalent rights that have accrued on such restricted stock units to date. The restricted stock units vest in three equal installments on the first, second and third anniversaries of April 1, 2026.
RSUs Exercised 1,643 units Converted into 1,643 Class A shares at $0.00 exercise price on April 1, 2026
New RSU Grant 3,941 units Time-based RSUs vesting over three years from April 1, 2026
Performance Share Issuance 9,045 shares Class A Common Stock issued upon settlement of performance cash awards
Grant Share Price $84.57 per share Recorded price for 9,045 Class A shares issued on April 1, 2026
Post-transaction Common Shares 70,496 shares Direct Class A Common Stock holdings after reported transactions
Remaining Prior RSUs 3,288 units RSUs and related dividend equivalents outstanding after 1,643-unit settlement
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Class A Common Stock financial
"The Class A Common Stock was issued to the Reporting Person upon settlement of performance cash awards granted under the Issuer's Pre-IPO Long Term Incentive Plan"
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.
performance cash awards financial
"upon settlement of performance cash awards granted under the Issuer's Pre-IPO Long Term Incentive Plan"
Pre-IPO Long Term Incentive Plan financial
"performance cash awards granted under the Issuer's Pre-IPO Long Term Incentive Plan as a result of the achievement of certain performance criteria"
dividend equivalent rights financial
"Includes restricted stock units and all dividend equivalent rights that have accrued on such restricted stock units to date."
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.
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*
Schjotz Gitte

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
See Remarks
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
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
Class A Common Stock04/01/2026M1,643A(1)61,451D
Class A Common Stock04/01/2026A9,045(2)A$84.5770,496D
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
Restricted Stock Units(1)04/01/2026M1,643 (3) (3)Class A Common Stock1,643$03,288(4)D
Restricted Stock Units(1)04/01/2026A3,941 (5) (5)Class A Common Stock3,941$03,941D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. The Class A Common Stock was issued to the Reporting Person upon settlement of performance cash awards granted under the Issuer's Pre-IPO Long Term Incentive Plan as a result of the achievement of certain performance criteria not related to the passage of time or stock price.
3. The restricted stock units vest in three equal installments on the first, second and third anniversaries of April 1, 2025.
4. Includes restricted stock units and all dividend equivalent rights that have accrued on such restricted stock units to date.
5. The restricted stock units vest in three equal installments on the first, second and third anniversaries of April 1, 2026.
Remarks:
Executive Vice President, Chief Business Operations and Innovation Officer
/s/ Ryan Robinson, Attorney-in-Fact04/03/2026
** 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)