SOLV Energy, Inc.·4

Jun 3, 5:24 PM ET

Hershman George William 4

4 · SOLV Energy, Inc. · Filed Jun 3, 2026

Research Summary

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SOLV Energy (MWH) CEO George Hershman Redeems 368,400 Units

What Happened
George William Hershman, CEO of SOLV Energy (MWH), recorded a disposition to the issuer on 2026-06-01: an automatic, pro rata redemption of 368,400 MH Units held by him. Per the filing footnotes, the redemption was settled in cash at a price equal to the follow‑on public offering price of $36.00 per share (net of underwriting discounts), implying proceeds of approximately $13,262,400. This was a non‑discretionary corporate redemption tied to the issuer’s follow‑on offering, not an open‑market sale.

Key Details

  • Transaction date: 2026-06-01; Form 4 filed: 2026-06-03 (timely).
  • Transaction type/code: Disposition to issuer (D) — derivative redemption of MH Units.
  • Units redeemed: 368,400 MH Units; per‑unit cash price (footnote): $36.00; total cash ≈ $13,262,400.
  • Shares/units owned after transaction: not specified in the Form 4.
  • Notable footnotes: (F1–F4) describe that MH Units and Opco LLC Interests can be redeemed one‑for‑one for Class A common stock or for cash using offering proceeds; the redemption here caused surrender/cancellation of corresponding Class B common stock held by MH and cancellation of MH Units; Class B shares confer voting rights only (no economic rights).
  • Filing timeliness: appears timely (filed within the required reporting window).

Context
This was an issuer‑driven, automatic redemption of partnership units in connection with the company’s follow‑on offering — effectively a cash-out of limited partnership units tied to the offering proceeds. Because it was non‑discretionary and related to corporate structuring and the offering, it differs from a voluntary open‑market sale and should be viewed as a liquidity event rather than a discretionary insider sell signal.

Insider Transaction Report

Form 4
Period: 2026-06-01
Hershman George William
DirectorChief Executive Officer
Transactions
  • Disposition to Issuer

    SOLV Energy Management Holdings LP Units

    [F1][F2][F3][F4]
    2026-06-01368,4004,023,320 total
    Class A Common Stock (368,400 underlying)
Footnotes (4)
  • [F1]Pursuant to the Limited Partnership Agreement ("MH LPA") of SOLV Energy Management Holdings LP ("MH") and limited liability company agreement ("Opco LLCA") of SOLV Energy Holdings LLC ("Opco"), the Reporting Person is indirectly entitled to redeem common units of Opco ("Opco LLC Interests") held by MH for, at the Issuer's election, shares of Class A common stock of the Issuer ("Class A common stock") on a one-for-one basis or, using proceeds from a substantially contemporaneous follow-on offering or secondary offering, a cash payment equal to the price per share of the Class A common stock net of any underwriting discounts or commissions paid in such offering, in each case in accordance with the terms of the MH LPA and the Opco LLCA.
  • [F2](Continued from footnote 1) Upon a redemption of Opco LLC Interests by MH, an equal number of shares of Class B common stock of the Issuer held by MH will be surrendered to and cancelled by the Issuer for no additional consideration, and an equal number of limited partnership units in MH ("MH Units") held by the Reporting Person will be cancelled by MH. In accordance with the MH LPA, each share of Class B common stock held by MH entitles the Reporting Person to one vote per share but carries no economic rights. Opco LLC Interests and MH Units do not have an expiration date.
  • [F3]In accordance with the terms of the MH LPA and Opco LLCA, represents the required, automatic and non-discretionary pro rata direct redemption for cash of 368,400 MH Units held by the Reporting Person (and the corresponding (i) surrender of an equal number of Opco LLC Interests held by MH and (ii) cancellation of an equal number of shares of Class B common stock of the Issuer held by MH) in connection with the public offering of Class A common by affiliates of American Securities LLC and the Issuer pursuant to the prospectus dated May 28, 2026, and accompanying registration statement on Form S-1 (File No. 333-296238), of the Issuer (the "Follow-On Offering").
  • [F4]Represents a price per MH Unit equal to the public offering price in the Follow-On Offering of $36.00 per share of Class A common stock, net of underwriting discounts and commissions.
Signature
/s/ Adam S. Forman, attorney-in-fact|2026-06-03

Documents

1 file
  • 4
    ownership.xmlPrimary

    4