UL Solutions (NYSE: ULS) director reports new dividend-based deferred stock units

Rhea-AI Filing Summary

UL Solutions Inc. reported an update to a director’s deferred equity holdings based on dividend accruals. On 12/08/2025, the director received 8 dividend equivalent rights tied to deferred restricted stock units, each representing a contingent right to one share of Class A common stock. The director also received 4 additional dividend equivalent rights linked to another deferred restricted stock unit award, all at a price of $0.

The dividend equivalent rights tied to units that vested on May 1, 2025 are expected to be settled in Class A common shares on a date the director selects under the company’s Non-Employee Director Deferred Compensation Plan, or as otherwise provided by the plan. The remaining rights will vest on the earlier of May 20, 2026 or the next annual meeting following the grant date, and are also expected to be settled in shares under the same plan. After these transactions, the director beneficially owns 4,954 and 2,801 derivative securities in the respective deferred unit accounts.

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

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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 IL 60062

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
12/08/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)	12/08/2025		A		8(2)		(3)	(3)	Class A Common Stock	8	$0	4,954(4)	D
Deferred Restricted Stock Units	(1)	12/08/2025		A		4(2)		(5)	(5)	Class A Common Stock	4	$0	2,801(4)	D

Explanation of Responses:

1. Each dividend equivalent right represents a contingent right to receive one share of the Issuer's Class A Common Stock.

2. Represents accrual of dividend equivalent rights on deferred restricted stock units held by the Reporting Person.

3. The dividend equivalent rights accrued on deferred restricted stock units held by the Reporting Person and vest proportionately with the deferred restricted stock units to which they relate. The deferred restricted stock units vested on May 1, 2025 and are expected to 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 deferred restricted stock units and all dividend equivalent rights that have accrued on such deferred restricted stock units to date.

5. The dividend equivalent rights accrued on deferred restricted stock units held by the Reporting Person and vest proportionately with the deferred restricted stock units to which they relate. The deferred restricted stock units will vest on the earlier of May 20, 2026 or the date of the annual meeting following the grant date and are expected to 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	12/10/2025
	** 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).
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FAQ

What insider equity change did UL Solutions (ULS) disclose for its director?

The director received 8 dividend equivalent rights and 4 additional dividend equivalent rights tied to deferred restricted stock units on 12/08/2025, each representing a contingent right to one share of UL Solutions’ Class A common stock.

What are the dividend equivalent rights reported at UL Solutions (ULS)?

Each dividend equivalent right is a contingent right to receive one share of UL Solutions’ Class A common stock, accruing as dividends on deferred restricted stock units held by the director.

When do the UL Solutions (ULS) director’s deferred restricted stock units vest and settle?

One deferred restricted stock unit award vested on May 1, 2025 and is expected to settle in shares on a date the director selects under the Non-Employee Director Deferred Compensation Plan, or as otherwise provided by the plan. Another award will vest on the earlier of May 20, 2026 or the next annual meeting following the grant date and is also expected to settle in Class A common stock under the plan.

How many derivative securities does the UL Solutions (ULS) director beneficially own after these transactions?

Following the reported dividend equivalent accruals, the director beneficially owns 4,954 derivative securities in one deferred restricted stock unit account and 2,801 in another, including all accrued dividend equivalent rights to date.

Does the UL Solutions (ULS) director pay cash for these dividend equivalent rights?

No cash payment is indicated; the reported dividend equivalent rights were acquired at a price of $0 as part of the accrual mechanism on existing deferred restricted stock units.

What plan governs the UL Solutions (ULS) director’s deferred stock and dividend rights?

The deferred restricted stock units and related dividend equivalent rights are administered under UL Solutions’ Non-Employee Director Deferred Compensation Plan, which governs vesting and share settlement timing.