Forman Adam S 4
4 · SOLV Energy, Inc. · Filed Jun 5, 2026
Research Summary
AI-generated summary of this filing
SOLV Energy (MWH) CLO Adam Forman Redeems 2,722 Units (~$98K)
What Happened Adam S. Forman, Chief Legal Officer & Secretary of SOLV Energy (MWH), had 2,722 limited partnership units in SOLV Energy Management Holdings LP ("MH Units") automatically redeemed for cash on 2026-06-04. The redemption was part of the underwriters’ full exercise of the option in a follow-on offering; the cash price per MH Unit was $36.00 (net of underwriting discounts), for a total of about $97,992. As a result, an equal number of Opco LLC Interests held by MH were surrendered and an equal number of Class B shares held by MH were cancelled.
Key Details
- Transaction date: 2026-06-04 (reported 2026-06-05)
- Transaction type: Disposition to issuer (automatic, pro rata redemption of MH Units)
- Units redeemed: 2,722 MH Units; price per unit: $36.00 net; total cash received ≈ $97,992
- Nature of securities: redemption of limited partnership units (derivative interest); corresponding surrender/cancellation of MH-held Opco LLC Interests and Class B common stock (Class B shares have voting but no economic rights)
- Reason: automatic, non-discretionary pro rata redemption due to full exercise of underwriters’ option in the follow-on offering
- Shares owned after transaction: not specified in the Form 4
- Filing timeliness: no late filing indicated in the report
Context This was a derivative/unit redemption tied to a company follow-on offering — not an open-market sale by the executive. The transaction was automatic under partnership and LLC agreements and reflects conversion/cash-out mechanics (MH Units and related Class B shares were cancelled) rather than an individual decision to sell Class A stock on the market.
Insider Transaction Report
- Disposition to Issuer
SOLV Energy Management Holdings LP Units
[F1][F2][F3][F4]2026-06-04−2,722→ 195,474 total→ Class A Common Stock (2,722 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 2,722 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) as a result of the full exercise of the underwriters' option to purchase additional shares of Class A common stock 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 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.