Form 8-K UL Solutions Inc. For: May 20
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): May 20, 2026
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(Exact name of registrant as specified in its charter)
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Registrant’s telephone number, including area code: ( | ||||||||
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act: | ||||||||
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 20, 2026, UL Solutions Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). Set forth below are the final voting results for each of the proposals submitted to a vote of the stockholders at the Annual Meeting.
Each of the director nominees listed below was elected, and Proposals 2 and 3 were approved.
Proposal 1:
Votes For | Votes Withheld | Broker Non-Votes | |||||||||||||||
| Election of directors | |||||||||||||||||
| Jennifer F. Scanlon | 1,310,101,683 | 260,141 | 2,048,924 | ||||||||||||||
| James M. Shannon | 1,307,441,106 | 2,920,718 | 2,048,924 | ||||||||||||||
| James P. Dollive | 1,305,654,271 | 4,707,553 | 2,048,924 | ||||||||||||||
| Marla C. Gottschalk | 1,308,220,667 | 2,141,157 | 2,048,924 | ||||||||||||||
| Friedrich Hecker | 1,309,921,103 | 440,721 | 2,048,924 | ||||||||||||||
| Charles W. Hooper | 1,310,208,766 | 153,058 | 2,048,924 | ||||||||||||||
| Kevin J. Kennedy | 1,310,118,386 | 243,438 | 2,048,924 | ||||||||||||||
| Vikram U. Kini | 1,310,216,982 | 144,842 | 2,048,924 | ||||||||||||||
| Sally Susman | 1,308,607,604 | 1,754,220 | 2,048,924 | ||||||||||||||
| Michael H. Thaman | 1,310,218,496 | 143,328 | 2,048,924 | ||||||||||||||
| Elisabeth Tørstad | 1,305,888,685 | 4,473,139 | 2,048,924 | ||||||||||||||
| George A.Williams | 1,305,837,645 | 4,524,179 | 2,048,924 | ||||||||||||||
Proposal 2:
Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||||||||||
| Ratification of retention of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 | 1,311,567,266 | 114,687 | 728,795 | — | |||||||||||||||||||
Proposal 3:
Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||||||||||
| Approval, on an advisory basis, of the compensation of the Company’s named executive officers | 1,309,460,219 | 871,530 | 30,075 | 2,048,924 | |||||||||||||||||||
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
UL Solutions Inc. | ||||||||
Date: May 22, 2026 | By: | /s/ Ryan D. Robinson | ||||||
| Ryan D. Robinson | ||||||||
| Executive Vice President and Chief Financial Officer | ||||||||
ATTACHMENTS / EXHIBITS
XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT
XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT