PEPPING KAREN K 4

What Happened
Karen K. Pepping, Senior Vice President & Chief Accounting Officer of UL Solutions (ULS), received equity awards and converted derivatives on April 1, 2026. The filing shows a grant of 2,584 shares valued at $84.57 each (total $218,529). To satisfy tax and related obligations, a total of 1,126 shares were surrendered/withheld (162 shares for $13,700 and 964 shares for $81,525). The filing also reports conversions/exercises of derivative awards (433 shares) and an additional 926 RSU-type awards shown as acquired (derivative entries reported at $0).

Key Details

• Transaction date: April 1, 2026; Form 4 filed April 3, 2026 (timely filing).
• Grant: 2,584 shares at $84.57 per share = $218,529.
• Tax/withholding dispositions: 162 shares ($13,700) and 964 shares ($81,525) — shares surrendered to cover tax liability (transaction code F).
• Derivative activity: exercise/conversion entries for 433 shares and an additional 926 restricted-stock-unit-type awards shown as acquired (reported as derivative transactions).
• Shares owned after the transactions are not specified in the excerpt provided.
• Footnotes: awards include restricted stock units and dividend equivalents (F1, F5); some shares came from ESPP purchases earlier in 2025 (F2); certain shares were settlement of pre-IPO performance awards (F3); vesting schedules are multi-year (F4, F6).

Context
This was mostly an award/settlement event (not an open-market sale). The withheld/disposed shares were used to pay exercise price or taxes (common “sell-to-cover” behavior) rather than a voluntary open-market sale, and some entries reflect conversion/exercise of derivative awards. Performance award settlement and RSU vesting schedules are noted in the footnotes, so portions may continue to vest over time. The filing is informational and does not by itself indicate the insider’s view of the company’s stock.