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UL Solutions Inc.
Selected Financial Information Reflecting the Company’s Segment Reorganization for Certain Historical Periods
(Unaudited)

Background
Effective beginning in the first quarter of 2026, UL Solutions Inc. (the “Company”) reorganized its segments to be consistent with how the Chief Executive Officer currently evaluates business performance and allocates resources. The changes primarily related to the Company’s Advisory business, which was previously included within the Software and Advisory segment and is now included within the Industrial segment. As a result of the reorganization, the Software and Advisory segment was renamed “Risk & Compliance Software” and costs related to the Company’s corporate functions were reallocated across its segments. This reorganization had no impact on the Company’s consolidated financial position, results of operations or cash flows.
Information by Segment
The following tables summarize historical segment revenue, significant segment expenses and operating income, which have been recast to reflect the Company’s segment reorganization:
Three
Months
Ended
March 31,		Three
Months
Ended
June 30,		Three
Months
Ended
September 30,		Three
Months
Ended
December 31,		Year Ended
December 31,
(in millions)202520252025202520252024
Industrial
Revenue$340 $373 $379 $388 $1,480 $1,377 
Employee compensation165 177 175 175 692 666 
Services and materials76 80 80 85 321 308 
Depreciation and amortization16 16 15 17 64 54 
Restructuring— — — 7 7 — 
Operating income$83 $100 $109 $104 $396 $349 
Consumer
Revenue$304 $340 $340 $335 $1,319 $1,254 
Employee compensation181 197 192 185 755 735 
Services and materials83 87 88 90 348 342 
Depreciation and amortization19 20 20 23 82 80 
Restructuring(1)(1)— 28 26 (1)
Operating income$22 $37 $40 $9 $108 $98 
Risk & Compliance Software
Revenue$61 $63 $64 $66 $254 $239 
Employee compensation42 44 41 41 168 164 
Services and materials5 7 5 7 24 22 
Depreciation and amortization10 10 11 11 42 38 
Restructuring— — — 2 2 — 
Operating income$4 $2 $7 $5 $18 $15 



Revenue
Year Ended December 31,
(in millions)20252024Change% Change
Industrial$1,480 $1,377 $103 7.5 %
Consumer1,319 1,254 65 5.2 %
Risk & Compliance Software254 239 15 6.3 %
Total$3,053 $2,870 $183 6.4 %

Revenue Change Components
Year Ended December 31, 2025
(in millions)
Organic1
Acquisition / Divestiture2
FX3
TotalOrganic % ChangeTotal % Change
Revenue change
Industrial$104 $(8)$7 $103 7.6 %7.5 %
Consumer60 — 5 65 4.8 %5.2 %
Risk & Compliance Software15 — — 15 6.3 %6.3 %
Total$179 $(8)$12 $183 6.2 %6.4 %
_________
1.Organic reflects revenue change in a given period excluding Acquisition / Divestiture and FX in that same period, expressed in dollars or as a percentage of revenue in the prior period.
2.Acquisition / Divestiture is calculated as revenue change in a given period related to acquisitions or disposals of businesses using prior period exchange rates, expressed in dollars or as a percentage of revenue in the prior period. Revenues from an acquisition or disposal are measured as Acquisition / Divestiture for the initial twelve month period following the acquisition or disposal date. Subsequently, the revenue impact from the acquired or disposed business is measured as Organic.
3.FX reflects the impact that foreign currency exchange rates have on revenue in a given period, expressed in dollars or as a percentage of revenue in the prior period. The Company uses constant currency to calculate the FX impact on revenue in a given period by translating current period revenues at prior period exchange rates, expressed as a percentage of revenue in the prior period.
Operating Income
Year Ended December 31,
(in millions)20252024Change% Change
Industrial$396 $349 $47 13.5 %
Consumer108 98 10 10.2 %
Risk & Compliance Software18 15 3 20.0 %
Total$522 $462 $60 13.0 %
Operating Income Change ComponentsYear Ended December 31, 2025
(in millions)
Organic1
Acquisition / Divestiture2
FX3
Total
Industrial$49 $(3)$1 $47 
Consumer15 (3)(2)10 
Risk & Compliance Software5 (2)— 3 
Total$69 $(8)$(1)$60 
_________
1.Organic reflects total operating income change in a given period excluding Acquisition / Divestiture and FX in that same period, expressed in dollars or as a percentage of operating income in the prior period.
2.Acquisition / Divestiture is calculated as operating income change in a given period related to acquisitions or disposals of businesses using prior period exchange rates, expressed in dollars or as a percentage of operating income in the prior period. Operating income change from an acquisition or disposal is measured as Acquisition / Divestiture for the initial twelve-month period following the acquisition or disposal date. Subsequently, operating income impact from the acquired or disposed business is measured as Organic. Acquisition / Divestiture also includes the change in due diligence-related costs for merger and acquisition and disposal activities.
3.FX reflects the impact that foreign currency exchange rates have on operating income in a given period expressed in dollars or as a percentage of operating income in the prior period. The Company uses constant currency to calculate the FX impact on operating income in a given period by translating current period operating income at prior period exchange rates, expressed as a percentage of operating income in the prior period.


Non-GAAP Financial Measures
In addition to financial measures determined in accordance with accounting principles generally accepted in the United States of America (“GAAP”), this the Company considers a variety of supplemental non-GAAP financial measures, including Adjusted EBITDA and Adjusted EBITDA margin. Management uses non-GAAP financial measures in addition to GAAP measures to understand and compare operating results across periods and for forecasting and other purposes. Management believes these non-GAAP financial measures provide useful information to investors and reflect results in a manner that enables, in some instances, more meaningful analysis of trends and facilitates comparison of results across periods. These measures are not financial measures calculated in accordance with GAAP and should not be considered as a substitute for net income, operating income, or any other measure calculated in accordance with GAAP, and may not be comparable to similarly titled measures reported by other companies due to potential differences between the companies in calculations.
The Company uses Adjusted EBITDA and Adjusted EBITDA margin to measure the operational strength and performance of its business and believes these measures provide additional information to investors about certain non-cash items and unusual items that the Company does not expect to continue at the same level in the future. Further, management believes these non-GAAP financial measures provide a meaningful measure of business performance.
There are material limitations to using these non-GAAP financial measures. Adjusted EBITDA does not take into account certain significant items, including depreciation and amortization, interest expense, other expense, net, income tax expense, stock-based compensation expense for equity-settled awards, material asset impairment charges and restructuring expenses which directly affect the Company’s net income, as applicable. These limitations are best addressed by considering the economic effects of the excluded items independently, and by considering these non-GAAP financial measures in conjunction with net income and operating income as calculated in accordance with GAAP.



The following table reconciles historical segment operating income to segment Adjusted EBITDA, both of which have been recast to reflect the Company’s segment reorganization:
Three
Months
Ended
March 31,		Three
Months
Ended
June 30,		Three
Months
Ended
September 30,		Three
Months
Ended
December 31,		Year Ended
December 31,
(in millions, unless otherwise stated)202520252025202520252024
Industrial
Segment operating income$83 $100 $109 $104 $396 $349 
Depreciation and amortization expense16 16 15 17 64 54 
Stock-based compensation3 5 7 5 20 10 
Restructuring— — — 7 7 — 
Adjusted EBITDA1
$102 $121 $131 $133 $487 $413 
Revenue$340 $373 $379 $388 $1,480 $1,377 
Operating income margin24.4 %26.8 %28.8 %26.8 %26.8 %25.3 %
Adjusted EBITDA margin2
30.0 %32.4 %34.6 %34.3 %32.9 %30.0 %
Consumer
Segment operating income$22 $37 $40 $9 $108 $98 
Depreciation and amortization expense19 20 20 23 82 80 
Stock-based compensation4 6 7 4 21 11 
Restructuring(1)(1)— 28 26 (1)
Adjusted EBITDA1
$44 $62 $67 $64 $237 $188 
Revenue$304 $340 $340 $335 $1,319 $1,254 
Operating income margin7.2 %10.9 %11.8 %2.7 %8.2 %7.8 %
Adjusted EBITDA margin2
14.5 %18.2 %19.7 %19.1 %18.0 %15.0 %
Risk & Compliance Software
Segment operating income$4 $2 $7 $5 $18 $15 
Depreciation and amortization expense10 10 11 11 42 38 
Stock-based compensation1 2 1 2 6 2 
Restructuring— — — 2 2 — 
Adjusted EBITDA1
$15 $14 $19 $20 $68 $55 
Revenue$61 $63 $64 $66 $254 $239 
Operating income margin6.6 %3.2 %10.9 %7.6 %7.1 %6.3 %
Adjusted EBITDA margin2
24.6 %22.2 %29.7 %30.3 %26.8 %23.0 %
__________
1.The Company defines Adjusted EBITDA as net income adjusted for depreciation and amortization expense, interest expense, other expense, net, income tax expense, as well as stock-based compensation expense for equity-settled awards, material asset impairment charges and restructuring expenses, as applicable.
2.Adjusted EBITDA margin is calculated as Adjusted EBITDA as a percentage of revenue.