Hershman George William 4
4 · SOLV Energy, Inc. · Filed Jun 5, 2026
Research Summary
AI-generated summary of this filing
SOLV Energy (MWH) CEO George Hershman Surrenders 55,257 Shares
What Happened
- George W. Hershman, CEO of SOLV Energy, had 55,257 limited partnership units (MH Units) automatically redeemed for cash on 2026-06-04. The redemption price was $36.00 per unit, for total proceeds of $1,989,252. This was a disposition (derivative redemption) tied to a follow-on offering and the full exercise of the underwriters' option.
Key Details
- Transaction date: 2026-06-04; SEC filing date: 2026-06-05 (filed timely).
- Price: $36.00 per MH Unit; total cash received: $1,989,252.
- Transaction type: Disposition to issuer (derivative redemption) — automatic, pro rata, non-discretionary.
- Shares/units after transaction: Not specified in the provided filing excerpt.
- Notable footnotes: The MH Units are redeemable for one-for-one Class A common stock or for cash using proceeds of the follow-on offering (footnotes F1–F4). Upon redemption, an equal number of Class B shares held by the related holder (MH) are surrendered and cancelled; Class B shares carry voting but no economic rights.
Context
- This was not an open-market sale or voluntary transfer by the CEO but an automatic redemption required under the partnership/LLC agreements because the follow-on offering (including the underwriters' option) was fully exercised. Such automatic redemptions are typically routine and tied to the company’s capital-raising mechanics rather than a discretionary insider sale.
Insider Transaction Report
Form 4
Hershman George William
DirectorChief Executive Officer
Transactions
- Disposition to Issuer
SOLV Energy Management Holdings LP Units
[F1][F2][F3][F4]2026-06-04−55,257→ 3,968,063 total→ Class A Common Stock (55,257 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 55,257 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