SOLV Energy, Inc.·4

Jun 5, 4:40 PM ET

Kimball Helena Elisabeth 4

4 · SOLV Energy, Inc. · Filed Jun 5, 2026

Research Summary

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SOLV Energy (MWH) CRO Helena Kimball Redeems 2,689 Units for Cash

What Happened
Helena Kimball, Chief Revenue Officer of SOLV Energy (MWH), had 2,689 limited partnership units in SOLV Energy Management Holdings LP ("MH Units") automatically redeemed for cash on 2026-06-04. The redemption was a disposition to the issuer tied to the full exercise of the underwriters' option in a follow-on offering. The per-unit price equaled the public offering price net of underwriting discounts — $36.00 — for a cash proceeds total of approximately $96,804. This was a non‑discretionary, automatic redemption (derivative disposition), not an open‑market sale by the insider.

Key Details

  • Transaction date: 2026-06-04; Form filed: 2026-06-05 (appears timely).
  • Instrument: MH Units (limited partnership units) — reported as a derivative disposition to the issuer (Code D).
  • Units redeemed: 2,689; net price per unit: $36.00; approximate cash received: $96,804.
  • Resulting actions: Corresponding surrender/cancellation of equal number of Opco LLC Interests and Class B common shares held by MH, and cancellation of an equal number of MH Units held by the reporting person (per footnotes).
  • Footnotes summary: Redemption was required, automatic and pro rata under MH LPA and Opco LLCA due to full exercise of the underwriters' over‑allotment option in the Follow‑On Offering; price represents offering price net of underwriting discounts (see F1–F4).
  • Shares owned after transaction: not disclosed in the provided filing excerpt.

Context
This was a derivative/unit redemption tied to a corporate follow-on offering (a “greenshoe” exercise) and was automatic under partnership/LLC agreements — i.e., not an independent decision to sell by the insider. The transaction involved canceling related Class B voting shares (which carry voting but no economic rights) and Opco LLC interests; it reflects a structural conversion/cash-out related to the offering rather than a direct market sell signal about insider sentiment.

Insider Transaction Report

Form 4
Period: 2026-06-04
Kimball Helena Elisabeth
Chief Revenue Officer
Transactions
  • Disposition to Issuer

    SOLV Energy Management Holdings LP Units

    [F1][F2][F3][F4]
    2026-06-042,689193,126 total
    Class A Common Stock (2,689 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 2,689 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.
Signature
/s/ Adam S. Forman, attorney-in-fact|2026-06-05

Documents

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