UL Solutions Inc. Files 8-K on Corporate Changes
Ticker: ULS · Form: 8-K · Filed: Apr 17, 2024 · CIK: 1901440
| Field | Detail |
|---|---|
| Company | Ul Solutions Inc. (ULS) |
| Form Type | 8-K |
| Filed Date | Apr 17, 2024 |
| Risk Level | low |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.001, $28.00 |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-governance, filing-update
TL;DR
UL Solutions Inc. filed an 8-K on 4/17 detailing corporate changes from 4/11.
AI Summary
UL Solutions Inc. filed an 8-K on April 17, 2024, reporting on events that occurred on April 11, 2024. The filing primarily concerns amendments to its articles of incorporation or bylaws, other events, and financial statements and exhibits. The company, formerly UL Inc., is incorporated in Delaware and headquartered in Northbrook, Illinois.
Why It Matters
This filing indicates potential structural or governance changes within UL Solutions Inc., which could impact its operations and stakeholder relationships.
Risk Assessment
Risk Level: low — The filing is a routine corporate disclosure and does not appear to contain immediate material risks.
Key Players & Entities
- UL Solutions Inc. (company) — Registrant
- UL Inc. (company) — Former company name
- Delaware (jurisdiction) — State of incorporation
- Northbrook, Illinois (location) — Principal executive offices
- April 11, 2024 (date) — Date of earliest event reported
- April 17, 2024 (date) — Date of report
FAQ
What specific amendments were made to UL Solutions Inc.'s articles of incorporation or bylaws?
The filing indicates amendments were made but does not specify the exact nature of these changes in the provided text.
What are the 'Other Events' reported by UL Solutions Inc. on April 11, 2024?
The filing lists 'Other Events' as a category but does not detail the specific events in the provided excerpt.
What is the significance of UL Solutions Inc. filing financial statements and exhibits?
This suggests the filing includes important financial information and supporting documents, likely related to the reported events.
When did UL Solutions Inc. change its name from UL Inc.?
The date of the name change from UL Inc. to UL Solutions Inc. was December 27, 2021.
What is the primary business of UL Solutions Inc. based on its SIC code?
UL Solutions Inc. is classified under SIC code 8734, which corresponds to 'SERVICES-TESTING LABORATORIES'.
Filing Stats: 699 words · 3 min read · ~2 pages · Grade level 10.6 · Accepted 2024-04-17 16:05:24
Key Financial Figures
- $0.001 — tered Class A common stock, par value $0.001 per share ULS New York Stock Exchange
- $28.00 — Stockholder at a price to the public of $28.00 per share, which includes the exercise
Filing Documents
- ul-8xkclosing.htm (8-K) — 26KB
- exhibit31-8xk.htm (EX-3.1) — 139KB
- exhibit32-8xk.htm (EX-3.2) — 213KB
- 0001628280-24-016577.txt ( ) — 379KB
03 Amendments to Articles of Incorporation or Bylaws Change in Fiscal Year
Item 5.03 Amendments to Articles of Incorporation or Bylaws Change in Fiscal Year. On April 11, 2024, UL Solutions Inc. (the "Company") filed its amended and restated certificate of incorporation (the "Certificate of Incorporation") with the Secretary of State of the State of Delaware, upon which both the Certificate of Incorporation and the Company's amended and restated bylaws (the "Bylaws") became effective. The Certificate of Incorporation was filed in connection with the initial public offering of shares of the Company's Class A common stock, par value $0.001 per share (the "Class A Common Stock"), by ULSE Inc. (the "Selling Stockholder"). As described in the final prospectus, dated April 11, 2024 (the "Prospectus"), relating to the Registration Statement on Form S-1 (File No. 333-275468) (as amended, the "Registration Statement"), filed with the Securities and Exchange Commission on April 15, 2024 pursuant to Rule 424(b) under the Securities Act of 1933, as amended, the Company's board of directors and, with respect to the Certificate of Incorporation, the Company's stockholder, previously approved the amendment and restatement of these documents. The Certificate of Incorporation and the Bylaws are filed herewith as Exhibits 3.1 and 3.2, respectively, and incorporated herein by reference. The terms of the Certificate of Incorporation and the Bylaws are substantially the same as the terms set forth in the forms previously filed as Exhibits 3.3 and 3.5, respectively, to the Registration Statement.
01 Other Events
Item 8.01 Other Events. On April 16, 2024, the Company completed its initial public offering of an aggregate of 38,870,000 shares of Class A Common Stock by the Selling Stockholder at a price to the public of $28.00 per share, which includes the exercise in full by the underwriters of their option to purchase an additional 5,070,000 shares of Class A Common Stock from the Selling Stockholder. The Company did not receive any proceeds from the sale of the shares in the offering.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 3.1 Amended and Restated Certificate of Incorporation of UL Solutions Inc. 3.2 Amended and Restated Bylaws of UL Solutions Inc.
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UL SOLUTIONS INC. Date April 17, 2024 By s Ryan D. Robinson Ryan D. Robinson Executive Vice President and Chief Financial Officer