SOLV Energy, Inc.·4

Jun 5, 4:40 PM ET

Grubb David Harold Jr. 4

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

Research Summary

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SOLV Energy (MWH) CCO David Grubb Redeems 35,391 Units for Cash

What Happened
David Harold Grubb Jr., Chief Commercial Officer of SOLV Energy (MWH), had 35,391 MH Units automatically redeemed for cash on 2026-06-04. The redemption was a disposition to the issuer (derivative transaction) tied to the underwriters' full exercise of their option in a follow-on offering. The per-unit cash price was $36.00 (public offering price net of underwriting discounts), resulting in gross proceeds of approximately $1,274,076 (35,391 × $36.00).

Key Details

  • Transaction date: 2026-06-04; Form 4 filed: 2026-06-05 (timely filing).
  • Transaction type/code: Disposition to issuer (derivative redemption).
  • Units redeemed: 35,391 MH Units; price per unit: $36.00; proceeds ≈ $1,274,076.
  • Footnote summary: Redemption was an automatic, pro rata action under the MH LPA and Opco LLCA due to the underwriters’ option exercise (see F1–F4). Corresponding Class B shares held by MH were surrendered/cancelled and matching Opco LLC interests and MH Units were cancelled.
  • Shares owned after transaction: Not specified in the provided filing details.

Context
This was not an open-market sale of Class A common stock but an automatic contractual redemption of partnership/derivative interests triggered by the issuer’s follow-on offering (affiliates of American Securities LLC and the issuer). Such redemptions are customary under the agreements described and reflect structural conversions/cancellations rather than an executive-initiated market sale.

Insider Transaction Report

Form 4
Period: 2026-06-04
Grubb David Harold Jr.
Chief Commercial Officer
Transactions
  • Disposition to Issuer

    SOLV Energy Management Holdings LP Units

    [F1][F2][F3][F4]
    2026-06-0435,3912,541,408 total
    Class A Common Stock (35,391 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 35,391 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

1 file
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    ownership.xmlPrimary

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