UL Solutions EVP exercises RSUs, covers taxes

UL Solutions Inc. executive Linda S. Chapin reported routine equity compensation activity.

Rhea-AI Filing Summary

UL Solutions Inc. executive Linda S. Chapin reported routine equity compensation activity. On May 1, 2026, she exercised 1,456 restricted stock units, receiving the same number of shares of Class A Common Stock. To cover tax obligations, 611 shares of Class A Common Stock were disposed of through a tax-withholding transaction at $91.60 per share. After these transactions, Chapin directly holds 22,918 shares of Class A Common Stock and 1,464 restricted stock units, which continue to vest in three equal installments on the first, second and third anniversaries of May 1, 2024.

Insider Trade Summary

1,456 shares exercised/converted

Exercise 3 txns

Insider Chapin Linda S

Role EVP & CHRO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,456	$0.00	$0.00
Exercise	Class A Common Stock	1,456	$0.00	$0.00
Exercise Price or Tax Liability	Class A Common Stock	611	$91.60	$56K

Holdings After Transaction: Restricted Stock Units — 1,464 contracts (Direct); Class A Common Stock — 22,918 shares (Direct)

Footnotes (3)

1. F1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. F2. The restricted stock units vest in three equal installments on the first, second and third anniversaries of May 1, 2024.
3. F3. Includes restricted stock units and all dividend equivalent rights that have accrued on such restricted stock units to date.

Key Figures

RSUs exercised: 1,456 units Tax-withholding shares: 611 shares Share holdings after transaction: 22,918 shares +1 more

4 metrics

RSUs exercised 1,456 units Converted into Class A Common Stock on May 1, 2026

Tax-withholding shares 611 shares Disposed at $91.60 per share to cover tax liability

Share holdings after transaction 22,918 shares Class A Common Stock directly held by Linda S. Chapin

Remaining RSUs 1,464 units Restricted stock units outstanding after conversion and including dividend equivalents

Key Terms

Restricted Stock Units, tax-withholding disposition, dividend equivalent rights

3 terms

Restricted Stock Units financial

"The restricted stock units vest in three equal installments on the first, second and third anniversaries of May 1, 2024."

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.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities."

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

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.

FAQ

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

What insider transactions did UL Solutions (ULS) report for Linda S. Chapin?

UL Solutions reported that EVP & CHRO Linda S. Chapin exercised 1,456 restricted stock units into Class A Common Stock and had 611 shares withheld to satisfy tax obligations. These transactions were recorded as routine compensation-related events.

Did the UL Solutions (ULS) executive make an open-market sale or purchase?

The filing shows no open-market buys or sells. Shares were acquired via exercise of restricted stock units, and a portion was disposed of only as a tax-withholding transaction, which is a standard mechanism to cover tax liabilities on vesting.

How many UL Solutions (ULS) shares does Linda S. Chapin hold after the Form 4 transactions?

After the reported transactions, Linda S. Chapin directly holds 22,918 shares of UL Solutions Class A Common Stock. She also holds 1,464 restricted stock units, which represent a contingent right to receive an equal number of Class A shares as they vest.

What was the size of the tax-withholding disposition in UL Solutions (ULS) shares?

The tax-withholding disposition involved 611 shares of UL Solutions Class A Common Stock at $91.60 per share. This transaction is coded as a tax-withholding disposition and is intended solely to satisfy tax liabilities arising from the equity award vesting.

How do UL Solutions (ULS) restricted stock units vest for this executive award?

The filing states that the restricted stock units vest in three equal installments on the first, second and third anniversaries of May 1, 2024. Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock upon vesting.

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

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Accepted by SEC EDGAR 05/05/2026 - 05:47 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^*

Chapin Linda S

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

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
Class A Common Stock	05/01/2026		M		1,456	A	(1)	23,529	D
Class A Common Stock	05/01/2026		F		611	D	$91.6	22,918	D

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
Restricted Stock Units	(1)	05/01/2026		M			1,456	(2)	(2)	Class A Common Stock	1,456	$0	1,464(3)	D

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 restricted stock units vest in three equal installments on the first, second and third anniversaries of May 1, 2024.

3. Includes restricted stock units and all dividend equivalent rights that have accrued on such restricted stock units to date.

	/s/ Ryan Robinson, Attorney-in-Fact	05/05/2026
	** 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)