Hanson Bryan C 4

What Happened

• Bryan C. Hanson, CEO of Solventum Corp (SOLV), received a grant of 105,963 Restricted Stock Units (RSUs) on 2026-03-05. On 2026-03-06, 31,907 RSUs were converted/exercised into common shares. To satisfy tax withholding, 10,395 of those shares were withheld at $69.41 per share, totaling $721,517. Net new shares issued to Hanson from that settlement were approximately 21,512 (31,907 acquired less 10,395 withheld). This was an award/settlement of RSUs rather than an open-market purchase or sale.

Key Details

• Grant date: 2026-03-05 — 105,963 RSUs awarded (F1/F2: each RSU = 1 share; vesting in three equal annual tranches per footnote).
• Settlement/exercise date: 2026-03-06 — 31,907 RSUs converted to shares (acquired).
• Tax withholding: 10,395 shares withheld at $69.41/share = $721,517 (reported as disposition for tax withholding).
• Net shares added from this settlement: ~21,512 (31,907 acquired − 10,395 withheld).
• Shares owned after transaction: Not specified in the provided filing.
• Filing: Form 4 filed 2026-03-09 (covers events 2026-03-05 and 03-06) — filing appears timely under the SEC two-business-day rule.
• Footnotes: F1 = RSU converts to 1 share on settlement; F2 = RSUs vest in three tranches (one-third each anniversary, subject to continued service).

Context

• This was an equity award settlement (RSUs) with a portion withheld to cover taxes — a common administrative disposition that does not necessarily signal a deliberate open-market sale. For retail investors, award settlements increase insider exposure (net issuance here) but the withheld shares are routine tax-withholding, not a market sale for cash proceeds.