SOLV Energy, Inc.·4

Jun 3, 5:39 PM ET

Lerner Steven J. 4

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

Research Summary

AI-generated summary of this filing

Updated

SOLV Energy (MWH) Director Steven J. Lerner Redeems 16,003 Units for $576K

What Happened

  • Steven J. Lerner, a director of SOLV Energy, executed a disposition to the issuer on 2026-06-01 by redeeming 16,003 Opco LLC Interests for cash. The redemption price per interest was $36.00 (net of underwriting discounts/commissions), resulting in proceeds of approximately $576,108. An equal number of the Issuer’s Class B common shares held by Lerner were surrendered and cancelled in connection with the redemption.
  • This was a derivative/issuer redemption transaction (code D), not an open-market sale — a liquidity event tied to the Issuer’s follow-on offering rather than a typical secondary market sale.

Key Details

  • Transaction date: June 1, 2026; Form 4 filed: June 3, 2026 (timely filing).
  • Transaction type: Disposition to issuer of Opco LLC Interests (Derivative) — Form 4 code D.
  • Units redeemed: 16,003 Opco LLC Interests at $36.00 net per interest; total cash received ≈ $576,108.
  • Corresponding action: Cancellation of 16,003 Class B common shares of the Issuer held by the reporting person.
  • Relevant footnotes: Redemption occurred in connection with the Issuer’s follow-on offering (prospectus dated May 28, 2026); Opco LLC Interests can be redeemed for Class A shares one-for-one or for cash using offering proceeds.
  • Shares owned after transaction: Not specified in the provided filing.

Context

  • Opco LLC Interests are economic interests in SOLV Energy Holdings LLC that can be converted into Class A stock or cashed out per the Opco LLCA; Class B shares carry voting but no economic rights and were cancelled upon redemption. This transaction is a contractual liquidity event tied to the follow-on offering, not a routine open-market trade, and should be interpreted as such.

Insider Transaction Report

Form 4
Period: 2026-06-01
Transactions
  • Disposition to Issuer

    SOLV Energy Holdings LLC Interests

    [F1][F2][F3][F4]
    2026-06-0116,003174,766 total
    Class A Common Stock (16,003 underlying)
Footnotes (4)
  • [F1]Pursuant to the limited liability company agreement ("Opco LLCA") of SOLV Energy Holdings LLC ("Opco"), the Reporting Person is entitled to redeem common units of Opco ("Opco LLC Interests") 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 Opco LLCA. Upon a redemption of Opco LLC Interests, an equal number of shares of Class B common stock of the Issuer held by the Reporting Person will be surrendered to and cancelled by the Issuer for no additional consideration.
  • [F2](Continued from footnote 1) Each share of Class B common stock entitles the Reporting Person to one vote per share but carries no economic rights. Opco LLC Interests do not have an expiration date.
  • [F3]Represents the direct exchange for cash of 16,003 Opco LLC Interests held by the Reporting Person (and the cancellation of an equal number of shares of Class B common stock of the Issuer held by the Reporting Person) in connection with the public offering of Class A common stock 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 Opco LLC Interest 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