GOTTSCHALK MARLA C 4

What Happened

• Marla C. Gottschalk, a director of UL Solutions Inc. (ULS), was granted three derivative awards totaling 14 deferred restricted stock units (DRSUs) on 2026-06-08 (7, 4 and 3 units). Each unit represents a contingent right to one Class A common share. The awards were reported with an acquisition price of $0.00 (these are compensatory awards, not open-market purchases).

Key Details

• Transaction date: 2026-06-08; Form 4 filed 2026-06-10 (timely filing).
• Amount: 7 DRSUs + 4 DRSUs + 3 DRSUs = 14 DRSUs; reported acquisition price $0.00 (derivative award).
• Shares owned after transaction: Not specified in the filing.
• Important footnotes:
  • F1: Each DRSU = right to one Class A share when settled.
  • F2/F3/F5/F6: Dividend equivalent rights accrue on DRSUs and vest proportionately; some DRSUs vested previously (May 1, 2025; May 20, 2026) and one tranche vests on the earlier of May 20, 2027 or the next annual meeting. Vested DRSUs will be settled in shares either on a date selected by the director under the Non-Employee Director Deferred Compensation Plan or as otherwise provided by the plan.
• Filing timeliness: Report appears to be filed promptly (no late filing indicated).

Context

• These are deferred, share-settled compensation awards (derivatives), not cash purchases or sales. DRSUs convert into actual shares only upon settlement per the plan, and accrued dividend equivalents vest with the units. Such awards are common for non-employee directors and do not directly reflect an immediate market buy or sell decision.