UL Solutions Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$ULS
Precision Instruments
Health Care
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, 2025
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(Exact name of registrant as specified in its charter)
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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:
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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 Exchange Act of 1934 (§240.12b-2 of this chapter).
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 20, 2025, 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:
| Shares Voted For | Shares Voted Withhold | Broker Non-Votes | |||||||||||||||
| Election of directors | |||||||||||||||||
| Jennifer F. Scanlon | 1,436,919,695 | 2,118,104 | 1,690,250 | ||||||||||||||
| James M. Shannon | 1,436,145,836 | 2,891,963 | 1,690,250 | ||||||||||||||
| James P. Dollive | 1,432,080,682 | 6,957,117 | 1,690,250 | ||||||||||||||
| Marla C. Gottschalk | 1,435,364,474 | 3,673,325 | 1,690,250 | ||||||||||||||
| Friedrich Hecker | 1,436,602,747 | 2,435,052 | 1,690,250 | ||||||||||||||
| Charles W. Hooper | 1,436,932,831 | 2,104,968 | 1,690,250 | ||||||||||||||
| Kevin J. Kennedy | 1,436,829,322 | 2,208,477 | 1,690,250 | ||||||||||||||
| Vikram U. Kini | 1,438,818,349 | 219,450 | 1,690,250 | ||||||||||||||
| Sally Susman | 1,436,892,029 | 2,145,770 | 1,690,250 | ||||||||||||||
| Michael H. Thaman | 1,436,926,550 | 2,111,249 | 1,690,250 | ||||||||||||||
| Elisabeth Tørstad | 1,432,291,447 | 6,746,352 | 1,690,250 | ||||||||||||||
| George A.Williams | 1,432,227,429 | 6,810,370 | 1,690,250 | ||||||||||||||
| Shares Voted For | Shares Voted Against | Abstentions | |||||||||||||||
| Ratification of retention of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025 | 1,439,695,470 | 322,499 | 710,080 | ||||||||||||||
| Shares Voted For | Shares Voted Against | Abstentions | Broker Non-Votes | ||||||||||||||||||||
| Approval, on an advisory basis, of the compensation of the Company’s named executive officers | 1,438,546,235 | 374,149 | 117,415 | 1,690,250 | |||||||||||||||||||
| 1 Year | 2 Years | 3 Years | Abstentions | Broker Non-Votes | |||||||||||||||||||||||||
| Approval, on an advisory basis, of the preferred frequency of stockholder advisory votes on the compensation of the Company’s named executive officers | 1,438,773,011 | 2,292 | 141,501 | 120,995 | 1,690,250 | ||||||||||||||||||||||||
Consistent with these results, the Company’s Board of Directors determined that future stockholder advisory votes on named executive officer compensation will be held every one year until the next required advisory vote on the frequency of stockholder advisory votes on named executive officer compensation.
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, 2025 | By: | /s/ Ryan D. Robinson | ||||||
| Ryan D. Robinson | ||||||||
| Executive Vice President and Chief Financial Officer | ||||||||