Lerner Steven J. 4
4 · SOLV Energy, Inc. · Filed Jun 5, 2026
Research Summary
AI-generated summary of this filing
SOLV Energy (MWH) Director Steven J. Lerner Redeems 2,400 Units for Cash
What Happened
- Steven J. Lerner, a director of SOLV Energy, reported a disposition to the issuer on 2026-06-04: he redeemed 2,400 Opco LLC interests (derivative units) for cash in connection with the underwriters' full exercise of the option in a follow‑on offering. The filing states a price per unit equal to the offering price of $36.00 (net of underwriting discounts), implying gross proceeds of about $86,400. An equal number (2,400) of the Issuer’s Class B common shares held by Lerner were surrendered and cancelled as part of the redemption.
Key Details
- Transaction date: 2026-06-04; Form 4 filed: 2026-06-05 (timely).
- Transaction type/code: Disposition to issuer (derivative redemption).
- Units redeemed: 2,400 Opco LLC interests; price per unit: $36.00 (per filing footnote); approximate cash proceeds: $86,400.
- Effect on Class B stock: 2,400 Class B shares surrendered and cancelled; Class B shares carry voting rights only and no economic rights.
- Shares owned after transaction: not specified in the provided filing.
- Footnotes: redemption performed under the Opco LLC agreement as part of a Follow‑On Offering (underwriters’ option); price tied to the public offering price; Opco LLC interests may be redeemed for stock or cash per the agreement.
Context
- This was a structured redemption tied to a corporate follow‑on offering (underwriters’ option exercise), not a routine open‑market sale. The transaction reflects conversion/redemption mechanics between Opco LLC interests and the Issuer, and the cancellation of voting‑only Class B shares, rather than a straightforward executive sale for personal reasons. As always, this is a factual disclosure of a corporate liquidity event — not an explicit statement of the insider’s market view.
Insider Transaction Report
Form 4
Lerner Steven J.
Director
Transactions
- Disposition to Issuer
SOLV Energy Holdings LLC Interests
[F1][F2][F3][F4]2026-06-04−2,400→ 172,366 total→ Class A Common Stock (2,400 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 2,400 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) 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 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|2026-06-05