0001193125-26-255881.txt : 20260603 0001193125-26-255881.hdr.sgml : 20260603 20260603180101 ACCESSION NUMBER: 0001193125-26-255881 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20260601 FILED AS OF DATE: 20260603 DATE AS OF CHANGE: 20260603 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AMERICAN SECURITIES LLC CENTRAL INDEX KEY: 0001475483 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-43117 FILM NUMBER: 261062410 BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE, 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212 476-8000 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE, 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ASP Manager Corp. CENTRAL INDEX KEY: 0001621183 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-43117 FILM NUMBER: 261062404 BUSINESS ADDRESS: STREET 1: C/O AMERICAN SECURITIES LLC STREET 2: 299 PARK AVENUE, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171 BUSINESS PHONE: 212 476-8000 MAIL ADDRESS: STREET 1: C/O AMERICAN SECURITIES LLC STREET 2: 299 PARK AVENUE, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: American Securities Partners VIII(B), L.P. CENTRAL INDEX KEY: 0001718376 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-43117 FILM NUMBER: 261062403 BUSINESS ADDRESS: STREET 1: 299 PARK AVENUE, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171 BUSINESS PHONE: (212) 476-8000 MAIL ADDRESS: STREET 1: 299 PARK AVENUE, 34TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10171 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ASP VIII Alternative Investments, L.P. CENTRAL INDEX KEY: 0002109985 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-43117 FILM NUMBER: 261062407 BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-476-8000 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: AS/ASP VIII Co-Investor, LLC CENTRAL INDEX KEY: 0002109980 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-43117 FILM NUMBER: 261062405 BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-476-8000 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: American Securities Associates VIII, LLC CENTRAL INDEX KEY: 0002110518 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-43117 FILM NUMBER: 261062406 BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-476-8000 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ASP SOLV Aggregator LP CENTRAL INDEX KEY: 0002109986 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-43117 FILM NUMBER: 261062408 BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-476-8000 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ASP Endeavor Investco LP CENTRAL INDEX KEY: 0002109987 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-43117 FILM NUMBER: 261062409 BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-476-8000 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ASP VIII CSE Holdings LP CENTRAL INDEX KEY: 0002110366 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-43117 FILM NUMBER: 261062401 BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-476-8000 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ASP VIII SOLV Holdings LP CENTRAL INDEX KEY: 0002110367 ORGANIZATION NAME: STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-43117 FILM NUMBER: 261062402 BUSINESS ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-476-8000 MAIL ADDRESS: STREET 1: 590 MADISON AVENUE STREET 2: 38TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SOLV Energy, Inc. CENTRAL INDEX KEY: 0002065636 STANDARD INDUSTRIAL CLASSIFICATION: HEAVY CONSTRUCTION OTHER THAN BUILDING CONST - CONTRACTORS [1600] ORGANIZATION NAME: 05 Real Estate & Construction EIN: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 16680 WEST BERNARDO DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92127 BUSINESS PHONE: 8582514888 MAIL ADDRESS: STREET 1: 16680 WEST BERNARDO DRIVE CITY: SAN DIEGO STATE: CA ZIP: 92127 4 1 ownership.xml 4 X0609 4 2026-06-01 0002065636 SOLV Energy, Inc. MWH 0001475483 AMERICAN SECURITIES LLC false 590 MADISON AVENUE, 38TH FLOOR NEW YORK NY 10022 false false true false 0002109987 ASP Endeavor Investco LP false 590 MADISON AVENUE, 38TH FLOOR NEW YORK NY 10022 false false true false 0002109986 ASP SOLV Aggregator LP false 590 MADISON AVENUE, 38TH FLOOR NEW YORK NY 10022 false false true false 0002109985 ASP VIII Alternative Investments, L.P. false 590 MADISON AVENUE, 38TH FLOOR NEW YORK NY 10022 false false true false 0002110518 American Securities Associates VIII, LLC false 590 MADISON AVENUE, 38TH FLOOR NEW YORK NY 10022 false false true false 0002109980 AS/ASP VIII Co-Investor, LLC false 590 MADISON AVENUE, 38TH FLOOR NEW YORK NY 10022 false false true false 0001621183 ASP Manager Corp. false 590 MADISON AVENUE, 38TH FLOOR NEW YORK NY 10022 false false true false 0001718376 American Securities Partners VIII(B), L.P. false 590 MADISON AVENUE, 38TH FLOOR NEW YORK NY 10022 false false true false 0002110367 ASP VIII SOLV Holdings LP false 590 MADISON AVENUE, 38TH FLOOR NEW YORK NY 10022 false false true false 0002110366 ASP VIII CSE Holdings LP false 590 MADISON AVENUE, 38TH FLOOR NEW YORK NY 10022 false false true false false Class A common stock 2026-06-01 4 S false 7698410 D 84075161 I See Notes SOLV Energy Holdings LLC Interests 2026-06-01 4 S false 4851766 D Class A Common Stock 4851766 52986664 I See Notes Shares of Class A common stock of the Issuer ("Class A common stock") are owned directly by ASP VIII Alternative Investments Solstice, L.P. ("New ASP") and Class A common stock and common units ("Opco LLC Interests") of SOLV Energy Holdings LLC ("Opco") are owned directly by ASP Endeavor Investco LP ("ASP Investco") and ASP SOLV Aggregator LP ("ASP SOLV Aggregator"). American Securities Partners VIII(B), L.P. ("Sponsor 1"), ASP VIII Alternative Investments L.P. ("Sponsor 2") and AS/ASP VIII Co-Investor LLC ("Sponsor 3") are the owners of partnership interests in ASP Investco and ASP SOLV Aggregator. American Securities Associates VIII, LLC ("AS Associates VIII") is the general partner of Sponsor 1, Sponsor 2, and New ASP. American Securities LLC ("AS LLC") provides investment advisory services to Sponsor 1, Sponsor 2, and New ASP. ASP VIII SOLV Holdings LP ("Aggregator 1") and ASP VIII CSE Holdings LP ("Aggregator 2") are the owners of the partnership interests in New ASP. AS LLC is also the sole stockholder of ASP Manager Corp. ("ASP Manager"), which is the general partner of ASP Investco, ASP SOLV Aggregator, Aggregator 1 and Aggregator 2 and the manager of Sponsor 3. ASP Investco, ASP SOLV Aggregator, New ASP, Sponsor 1, Sponsor 2, Sponsor 3, AS Associates VIII, Aggregator 1, Aggregator 2, AS LLC and ASP Manager are referred to herein as "Reporting Persons". Pursuant to the limited liability company agreement ("Opco LLCA") of OpCo, each of ASP Investco and ASP SOLV Aggregator is entitled to redeem Opco LLC Interests for, at the Issuer's election, shares of Class A common stock on a one-for-one basis or, using proceeds from a substantially contemporaneous follow-on or secondary offering, a cash payment equal to the price per share of the Class A common stock net of any underwriting discounts or commissions paid in such offering, in each case in accordance with the terms of the Opco LLCA. Upon redemption, an equal number of shares of Class B common stock of the Issuer also held by ASP Investco and/or ASP SOLV Aggregator will be surrendered to and cancelled by the Issuer for no additional consideration. Each share of Class B common stock entitles the holder thereof to one vote per share but carries no economic rights. Opco LLC Interests have no expiration date. Represents (i) the sale of 4,379 shares of Class A common stock, 12,398 shares of Class A common stock and 7,681,633 shares of Class A common stock by ASP Investco, ASP SOLV Aggregator and New ASP, respectively and (ii) the direct exchange for cash of 3,594,019 Opco LLC Interests and 1,257,747 Opco LLC Interests held by ASP SOLV Aggregator and ASP Investco, respectively (and the cancellation of an equal number of shares of Class B common stock of the Issuer held by each such Reporting Person), each in connection with the public offering of Class A common stock pursuant to the prospectus dated May 28, 2026, and accompanying registration statement on Form S-1 (File No. 333-296238), of the Issuer (the "Follow-On Offering"). Represents a price per share of Class A common stock and Opco LLC Interests, as applicable, equal to the public offering price in the Follow-On Offering of $36.00 per share of Class A common stock, net of underwriting discounts and commissions. Each of the Reporting Persons disclaims beneficial ownership of the securities listed in this report, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities for the purpose of Section 16 or for any other purpose, except to the extent of such Reporting Person's pecuniary interest therein. Exhibit 99.1 (Joint Filer Information and Signatures) is incorporated herein by reference. This Form 4 is the first of two identical Form 4s filed relating to the same event. The Form 4 has been split into two filings because there are more than 10 Reporting Persons in total, and the SEC's EDGAR filing system limits a single Form 4 to a maximum of 10 Reporting Persons. Each Form 4 is filed by Designated Filer, American Securities LLC. See Exhibit 99.1 2026-06-03 EX-99.1 2 ck0002065636-ex99_1.htm EX-99.1 EX-99.1

Exhibit 99.1

Joint Filer Information

 

Signatures and Joint Filer Information

Name of Joint Filer: American Securities LLC

Address of Joint Filer: 590 Madison Avenue, 38th Floor
New York NY 10022

Relationship of Joint Filer to Issuer: 10% Owner

Issuer Name and Ticker or Trading Symbol: SOLV Energy, Inc. [MWH]

Date of Earliest Transaction
Required to be Reported

(Month/Day/Year): 06/1/2026

Designated Filer: American Securities LLC

Signature:

AMERICAN SECURITIES LLC

 

 

/s/ Michael G. Fisch

Name:

Michael G. Fisch

Title:

Chief Executive Officer

Dated: June 3, 2026

1

Signatures and Joint Filer Information
(continued)

Name of Joint Filer: ASP Endeavor Investco LP

Address of Joint Filer: 590 Madison Avenue, 38th Floor
New York NY 10022

Relationship of Joint Filer to Issuer: 10% Owner

Issuer Name and Ticker or Trading Symbol: SOLV Energy, Inc. [MWH]

Date of Earliest Transaction
Required to be Reported

(Month/Day/Year): 06/1/2026

Designated Filer: American Securities LLC

Signature:

ASP Endeavor Investco LP

 

 

 

/s/ Eric L. Schondorf

Name:

Eric L. Schondorf

Title:

Vice President and Secretary

Dated: June 3, 2026

2

Signatures and Joint Filer Information
(continued)

Name of Joint Filer: ASP SOLV Aggregator L.P.

Address of Joint Filer: 590 Madison Avenue, 38th Floor
New York NY 10022

Relationship of Joint Filer to Issuer: 10% Owner

Issuer Name and Ticker or Trading Symbol: SOLV Energy, Inc. [MWH]

Date of Earliest Transaction
Required to be Reported

(Month/Day/Year): 06/1/2026

Designated Filer: American Securities LLC

Signature:

ASP SOLV Aggregator L.P.

 

 

 

/s/ Eric L. Schondorf

Name:

Eric L. Schondorf

Title:

Vice President and Secretary

Dated: June 3, 2026

3

Signatures and Joint Filer Information
(continued)

Name of Joint Filer: ASP VIII Alternative Investments Solstice, L.P.

Address of Joint Filer: 590 Madison Avenue, 38th Floor
New York NY 10022

Relationship of Joint Filer to Issuer: 10% Owner

Issuer Name and Ticker or Trading Symbol: SOLV Energy, Inc. [MWH]

Date of Earliest Transaction
Required to be Reported

(Month/Day/Year): 06/1/2026

Designated Filer: American Securities LLC

Signature:

ASP VIII Alternative Investments Solstice, L.P.

 

BY: American Securities Associates VIII, LLC, its general partner

 

/s/ Michael G. Fisch

Name:

Michael G. Fisch

Title:

President

Dated: June 3, 2026

4

Signatures and Joint Filer Information
(continued)

Name of Joint Filer: American Securities Partners VIII(B), L.P.

Address of Joint Filer: 590 Madison Avenue, 38th Floor
New York NY 10022

Relationship of Joint Filer to Issuer: 10% Owner

Issuer Name and Ticker or Trading Symbol: SOLV Energy, Inc. [MWH]

Date of Earliest Transaction
Required to be Reported

(Month/Day/Year): 06/1/2026

Designated Filer: American Securities LLC

Signature:

American Securities Partners VIII(B), L.P.

 

By: American Securities Associates VIII, LLC, its general partner

 

 

/s/ Michael G. Fisch

Name:

Michael G. Fisch

Title:

President

Dated: June 3, 2026

5

Signatures and Joint Filer Information
(continued)

Name of Joint Filer: ASP VIII Alternative Investments L.P.

Address of Joint Filer: 590 Madison Avenue, 38th Floor
New York NY 10022

Relationship of Joint Filer to Issuer: 10% Owner

Issuer Name and Ticker or Trading Symbol: SOLV Energy, Inc. [MWH]

Date of Earliest Transaction
Required to be Reported

(Month/Day/Year): 06/1/2026

Designated Filer: American Securities LLC

Signature:

ASP VIII Alternative Investments L.P.

 

By: American Securities Associates VIII, LLC, its general partner

 

 

/s/ Michael G. Fisch

Name:

Michael G. Fisch

Title:

President

Dated: June 3, 2026

6

Signatures and Joint Filer Information
(continued)

Name of Joint Filer: AS/ASP VIII Co-Investor LLC

Address of Joint Filer: 590 Madison Avenue, 38th Floor
New York NY 10022

Relationship of Joint Filer to Issuer: 10% Owner

Issuer Name and Ticker or Trading Symbol: SOLV Energy, Inc. [MWH]

Date of Earliest Transaction
Required to be Reported

(Month/Day/Year): 06/1/2026

Designated Filer: American Securities LLC

Signature:

AS/ASP VIII Co-Investor LLC

 

By: ASP Manager Corp., its MANAGER

 

 

/s/ Eric L. Schondorf

Name:

Eric L. Schondorf

Title:

Vice President and Secretary

Dated: June 3, 2026

7

Signatures and Joint Filer Information
(continued)

Name of Joint Filer: American Securities Associates VIII, LLC

Address of Joint Filer: 590 Madison Avenue, 38th Floor
New York NY 10022

Relationship of Joint Filer to Issuer: 10% Owner

Issuer Name and Ticker or Trading Symbol: SOLV Energy, Inc. [MWH]

Date of Earliest Transaction
Required to be Reported

(Month/Day/Year): 06/1/2026

Designated Filer: American Securities LLC

Signature:

American Securities Associates VIII, LLC

 

 

/s/ Michael G. Fisch

Name:

Michael G. Fisch

Title:

President

Dated: June 3, 2026

8

Signatures and Joint Filer Information
(continued)

Name of Joint Filer: ASP VIII SOLV Holdings LP

Address of Joint Filer: 590 Madison Avenue, 38th Floor
New York NY 10022

Relationship of Joint Filer to Issuer: 10% Owner

Issuer Name and Ticker or Trading Symbol: SOLV Energy, Inc. [MWH]

Date of Earliest Transaction
Required to be Reported

(Month/Day/Year): 06/1/2026

Designated Filer: American Securities LLC

Signature:

ASP VIII SOLV Holdings LP

 

By: ASP Manager Corp., its GENERAL PARTNER

 

 

/s/ Eric L. Schondorf

Name:

Eric L. Schondorf

Title:

Vice President and Secretary

Dated: June 3, 2026

9

Signatures and Joint Filer Information
(continued)

Name of Joint Filer: ASP VIII CSE Holdings LP

Address of Joint Filer: 590 Madison Avenue, 38th Floor
New York NY 10022

Relationship of Joint Filer to Issuer: 10% Owner

Issuer Name and Ticker or Trading Symbol: SOLV Energy, Inc. [MWH]

Date of Earliest Transaction
Required to be Reported

(Month/Day/Year): 06/1/2026

Designated Filer: American Securities LLC

Signature:

ASP VIII CSE Holdings LP

 

By: ASP Manager Corp., its GENERAL PARTNER

 

 

/s/ Eric L. Schondorf

Name:

Eric L. Schondorf

Title:

Vice President and Secretary

Dated: June 3, 2026

10

Signatures and Joint Filer Information
(continued)

Name of Joint Filer: ASP Manager Corp.

Address of Joint Filer: 590 Madison Avenue, 38th Floor
New York NY 10022

Relationship of Joint Filer to Issuer: 10% Owner

Issuer Name and Ticker or Trading Symbol: SOLV Energy, Inc. [MWH]

Date of Earliest Transaction
Required to be Reported

(Month/Day/Year): 06/1/2026

Designated Filer: American Securities LLC

Signature:

ASP Manager Corp.

 

 

/s/ Eric L. Schondorf

Name:

Eric L. Schondorf

Title:

Vice President and Secretary

Dated: June 3, 2026

 

11