Chapin Linda S 4

What Happened
Linda S. Chapin, Executive Vice President & Chief Human Resources Officer of UL Solutions (ULS), had 1,456 restricted stock units (RSUs) convert to shares on May 1, 2026. Of the 1,456 shares that vested, 611 shares were withheld to cover tax withholding at $91.60 per share (total $55,968). The conversion was reported on a Form 4 filed May 5, 2026. Net shares delivered to Chapin were 845 (1,456 − 611). Using the $91.60 withholding price, the gross value of the vested shares was about $133,370 and the net value retained was about $77,402 (approximate).

Key Details

• Transaction date: May 1, 2026; Form 4 filed: May 5, 2026 (filed within the normal Form 4 window).
• Primary actions: Conversion/exercise of derivative (RSU vesting) for 1,456 shares (code M) and share withholding to cover taxes of 611 shares (code F) at $91.60/share for $55,968.
• Net shares received: 845 shares (1,456 vested − 611 withheld).
• Shares owned after transaction: Not specified in the filing.
• Footnotes: F1–F3 indicate each RSU equals one Class A share, vesting occurs in three equal annual installments starting May 1, 2024, and RSU totals include accrued dividend equivalents.
• Tax treatment: Withholding was satisfied via share surrender (net/cashless-style withholding), not a cash payment.

Context
This was a routine RSU vesting and tax-withholding event (not an open-market buy or sale). For derivative/RSU transactions: conversion of units to shares is reported as an exercise/conversion (M); withholding to cover tax obligations is reported separately (F). Such vesting transactions reflect compensation being realized rather than a discretionary market trade and do not by themselves indicate an insider’s view on the company’s stock price.