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UL Solutions Inc. (ULS) insider reports RSU dividend equivalent rights on Form 4

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

Rhea-AI Filing Summary

UL Solutions Inc. reported a Form 4 filing for its Executive Vice President & President, Software and Advisory, reflecting dividend equivalent rights tied to existing restricted stock units (RSUs). On 12/08/2025, the officer acquired 6 dividend equivalent rights on RSUs that are convertible into the company’s Class A Common Stock at an exercise price of $0, bringing one RSU position to 3,887 units, including accrued dividend equivalents. A second RSU position also accrued 6 dividend equivalent rights at $0, increasing that holding to 4,054 units.

The dividend equivalent rights each represent the right to receive one share of Class A Common Stock and vest on the same schedule as the underlying RSUs. One RSU grant vests in three equal installments on the first, second and third anniversaries of May 1, 2024, and another vests in three equal installments on the first, second and third anniversaries of April 1, 2025.

Positive

  • None.

Negative

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Insider Genovesi John A
Role See Remarks
Type Security Shares Price Value
Grant/Award Restricted Stock Units 6 $0.00 --
Grant/Award Restricted Stock Units 6 $0.00 --
Holdings After Transaction: Restricted Stock Units — 3,887 shares (Direct)
Footnotes (1)
  1. Each dividend equivalent right represents a contingent right to receive one share of the Issuer's Class A Common Stock. Represents accrual of dividend equivalent rights on restricted stock units held by the Reporting Person. The dividend equivalent rights accrued on restricted stock units held by the Reporting Person and vest proportionately with the restricted stock units to which they relate. The restricted stock units vested or will vest in three equal installments on the first, second and third anniversaries of May 1, 2024. Includes restricted stock units and all dividend equivalent rights that have accrued on such restricted stock units to date. The dividend equivalent rights accrued on restricted stock units held by the Reporting Person and vest proportionately with the restricted stock units to which they relate. The restricted stock units will vest in three equal installments on the first, second and third anniversaries of April 1, 2025.
Form 4 Insider Transactions: What Each Field Means →
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*
Genovesi John 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)
Director 10% Owner
X Officer (give title below) Other (specify below)
See Remarks
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
Restricted Stock Units (1) 12/08/2025 A 6(2) (3) (3) Class A Common Stock 6 $0 3,887(4) D
Restricted Stock Units (1) 12/08/2025 A 6(2) (5) (5) Class A Common Stock 6 $0 4,054(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 restricted stock units held by the Reporting Person.
3. The dividend equivalent rights accrued on restricted stock units held by the Reporting Person and vest proportionately with the restricted stock units to which they relate. The restricted stock units vested or will vest in three equal installments on the first, second and third anniversaries of May 1, 2024.
4. Includes restricted stock units and all dividend equivalent rights that have accrued on such restricted stock units to date.
5. The dividend equivalent rights accrued on restricted stock units held by the Reporting Person and vest proportionately with the restricted stock units to which they relate. The restricted stock units will vest in three equal installments on the first, second and third anniversaries of April 1, 2025.
Remarks:
Executive Vice President & President, Software and Advisory
/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).
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did UL Solutions Inc. (ULS) report in this Form 4?

The Form 4 reports that an officer of UL Solutions Inc. acquired dividend equivalent rights on existing restricted stock units on 12/08/2025, with each right representing one share of Class A Common Stock at an exercise price of $0.

How many dividend equivalent rights were added to the UL Solutions Inc. officers RSUs?

The officer accrued 6 dividend equivalent rights on one RSU position, bringing that holding to 3,887 units, and another 6 dividend equivalent rights on a second RSU position, bringing that holding to 4,054 units, all tied to Class A Common Stock.

What do the dividend equivalent rights reported by UL Solutions Inc. (ULS) represent?

Each dividend equivalent right represents a contingent right to receive one share of UL Solutions Inc.'s Class A Common Stock and is linked to the underlying restricted stock units held by the reporting officer.

How do the UL Solutions Inc. RSUs and their dividend equivalent rights vest?

The dividend equivalent rights vest proportionately with the underlying RSUs. One RSU grant vests in three equal installments on the first, second, and third anniversaries of May 1, 2024, and another vests in three equal installments on the first, second, and third anniversaries of April 1, 2025.

Who is the reporting person in this UL Solutions Inc. (ULS) Form 4 and what is their role?

The reporting person is an officer of UL Solutions Inc. serving as Executive Vice President & President, Software and Advisory, and they reported changes in their beneficial ownership of RSUs and related dividend equivalent rights.

Are the UL Solutions Inc. dividend equivalent rights reported in this Form 4 immediately payable in cash?

No, the filing states that the dividend equivalent rights are contingent rights to receive shares of Class A Common Stock and that they vest in line with the underlying restricted stock units rather than as immediate cash payments.