Form 4: UL Solutions Executive Gains Equity Rights

UL Solutions Inc. Executive Vice President Gitte Schjotz accrued additional dividend equivalent rights on restricted stock units, increasing her beneficial ownership.

Summary

• Gitte Schjotz, Executive Vice President, Chief Business Operations and Innovation Officer of UL Solutions Inc., reported the accrual of dividend equivalent rights on her restricted stock units (RSUs).
• On December 8, 2025, Schjotz accrued 9 dividend equivalent rights related to RSUs that vest in three equal installments on the first, second, and third anniversaries of May 1, 2024.
• Additionally, 8 dividend equivalent rights were accrued on RSUs vesting in three equal installments on the anniversaries of January 1, 2025.
• Another 8 dividend equivalent rights were accrued on RSUs vesting in three equal installments on the anniversaries of April 1, 2025.
• Each dividend equivalent right represents a contingent right to receive one share of the Issuer's Class A Common Stock.
• Following these transactions, Schjotz's beneficial ownership includes 5,508, 5,051, and 4,923 restricted stock units (including accrued dividend equivalent rights) for the respective tranches.
• The dividend equivalent rights vest proportionately with the underlying restricted stock units.

Sentiment

Score: 6

Explanation: The filing reflects a routine, positive event for the executive in terms of compensation, but it is not a significant market-moving event for the company. It indicates stability in executive compensation practices.

Positives

• The accrual of dividend equivalent rights increases the executive's potential future equity stake in UL Solutions Inc., aligning management interests with shareholders.
• This is a routine component of executive compensation, indicating ongoing participation in the company's equity incentive plans.

Future Outlook

The dividend equivalent rights will vest proportionately with the underlying restricted stock units, which are scheduled to vest in three equal installments on the anniversaries of May 1, 2024, January 1, 2025, and April 1, 2025.

Industry Context

The accrual of dividend equivalent rights on restricted stock units is a common practice in executive compensation across various industries, particularly in companies that issue equity awards. It ensures that executives holding unvested equity awards receive the economic benefit of dividends, aligning their interests with those of common shareholders.

Comparison to Industry Standards

• This type of equity compensation, involving restricted stock units with dividend equivalent rights, is a standard component of executive incentive plans, comparable to practices at other publicly traded companies in the industrial and business services sectors.
• The vesting schedule over multiple years is typical for long-term incentive programs, designed to promote executive retention and long-term value creation.

Related Party Transactions

• This filing reports an insider transaction involving the accrual of dividend equivalent rights on restricted stock units for an executive, which is a form of compensation from the issuer to a related party (executive).

Stakeholder Impact

• Shareholders: The accrual of these rights is a standard part of executive compensation, aligning executive interests with shareholder value creation over the long term. It represents a potential future dilution upon vesting, but this is typically factored into compensation planning.
• Employees: No direct impact on general employees is indicated by this filing.

Next Steps

• The restricted stock units and their associated dividend equivalent rights will continue to vest according to their established schedules on the anniversaries of May 1, 2024, January 1, 2025, and April 1, 2025.

Key Dates

Keywords

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