Form 4: Director Gottschalk Accrues UL Solutions Stock Units

UL Solutions Inc. Director Marla C. Gottschalk reported the accrual of dividend equivalent rights on deferred restricted stock units, increasing her beneficial ownership.

Summary

• Marla C. Gottschalk, a Director of UL Solutions Inc. (ULS), reported the acquisition of additional deferred restricted stock units (DRSUs) through dividend equivalent rights.
• On December 8, 2025, she acquired 8 dividend equivalent rights related to DRSUs that vested on May 1, 2025.
• On the same date, she acquired 4 dividend equivalent rights related to DRSUs that will vest on the earlier of May 20, 2026, or the annual meeting date following the grant.
• These dividend equivalent rights represent a contingent right to receive one share of UL Solutions' Class A Common Stock each.
• The total beneficial ownership of DRSUs and accrued dividend equivalent rights after these transactions is 4,954 units for the first set and 2,801 units for the second set.
• The settlement of these units into Class A Common Stock is expected according to the company's Non-Employee Director Deferred Compensation Plan.

Sentiment

Score: 6

Explanation: Neutral to slightly positive. This is a routine insider transaction, but the director's increased beneficial ownership is generally seen as a positive signal of alignment with shareholder interests.

Positives

• Director Marla C. Gottschalk increased her beneficial ownership in UL Solutions Inc. through the accrual of dividend equivalent rights.
• The accrual of dividend equivalent rights indicates ongoing participation in the company's equity compensation plan for directors, aligning their interests with shareholders.

Future Outlook

The deferred restricted stock units and their associated dividend equivalent rights are expected to be settled in shares of UL Solutions' Class A Common Stock on a date selected by the reporting person or as otherwise provided by the company's Non-Employee Director Deferred Compensation Plan.

Industry Context

This filing reflects routine equity compensation for a non-employee director, a common practice across industries to align director interests with shareholder value. It does not provide broader industry trends.

Comparison to Industry Standards

• The use of deferred restricted stock units and dividend equivalent rights as part of non-employee director compensation is a standard practice in corporate governance across publicly traded companies, aligning director incentives with long-term company performance.
• No specific comparable companies, projects, or results are mentioned in this filing.

Stakeholder Impact

• Shareholders: Increased alignment of a director's interests with shareholders through equity ownership.
• Employees, Customers, Suppliers, Creditors: No direct impact from this specific filing.

Next Steps

• Settlement of deferred restricted stock units and dividend equivalent rights into Class A Common Stock per the Non-Employee Director Deferred Compensation Plan.
• Vesting of the second set of deferred restricted stock units by May 20, 2026, or the annual meeting date.

Key Dates

Recommendation

This Form 4 reports a routine accrual of dividend equivalent rights on deferred restricted stock units for a non-employee director. While it indicates continued alignment of director interests with shareholders, it does not provide new fundamental information about the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. Therefore, a 'hold' recommendation is appropriate as this filing alone does not present a compelling reason to buy or sell.

Keywords

UL Solutions, ULS, Form 4, Insider Transaction, Director Compensation, Restricted Stock Units, Dividend Equivalent Rights, Equity Compensation