06/10/2026 | Press release | Distributed by Public on 06/10/2026 15:29
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FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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 control number. | SEC 1474 (9-02) | ||
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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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Deferred Restricted Stock Units | (1) | 06/08/2026 | A | 7(2) | (3) | (3) | Class A Common Stock | 7 | $ 0 | 4,969(4) | D | ||||
| Deferred Restricted Stock Units | (1) | 06/08/2026 | A | 4(2) | (5) | (5) | Class A Common Stock | 4 | $ 0 | 2,809(4) | D | ||||
| Deferred Restricted Stock Units | (1) | 06/08/2026 | A | 3(2) | (6) | (6) | Class A Common Stock | 3 | $ 0 | 2,209(4) | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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Torstad Elisabeth C/O UL SOLUTIONS INC. 333 PFINGSTEN ROAD NORTHBROOK, IL 60062 |
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| /s/ Ryan Robinson, Attorney-in-Fact | 06/10/2026 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (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. |