Brown Gregory Q - Mar 7, 2022 Form 4 Insider Report for Motorola Solutions, Inc. (MSI)

Signature
Lauren E. Henderson, on behalf of Gregory Q. Brown, Chairman and Chief Executive Officer (Power of Attorney Attached)
Stock symbol
MSI
Transactions as of
Mar 7, 2022
Transactions value $
-$21,721,323
Form type
4
Date filed
3/9/2022, 03:41 PM
Previous filing
Mar 7, 2022
Next filing
Mar 14, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MSI Motorola Solutions, Inc. - Common Stock Tax liability -$3.05M -14.1K -16.22% $216.51 72.9K Mar 7, 2022 Direct F1, F2
transaction MSI Motorola Solutions, Inc. - Common Stock Options Exercise $6.85M +100K +137.22% $68.50* 173K Mar 7, 2022 Direct F2, F3
transaction MSI Motorola Solutions, Inc. - Common Stock Sale -$360K -1.62K -0.94% $222.24 171K Mar 7, 2022 Direct F2, F3, F4
transaction MSI Motorola Solutions, Inc. - Common Stock Sale -$605K -2.75K -1.61% $219.87 169K Mar 7, 2022 Direct F2, F3, F5
transaction MSI Motorola Solutions, Inc. - Common Stock Sale -$7.82M -35.7K -21.2% $219.06 133K Mar 7, 2022 Direct F2, F3, F6
transaction MSI Motorola Solutions, Inc. - Common Stock Sale -$4.11M -18.8K -14.17% $218.16 114K Mar 7, 2022 Direct F2, F3, F7
transaction MSI Motorola Solutions, Inc. - Common Stock Sale -$5.16M -23.8K -20.85% $216.97 90.2K Mar 7, 2022 Direct F2, F3, F8
transaction MSI Motorola Solutions, Inc. - Common Stock Sale -$3.75M -17.3K -19.21% $216.50 72.9K Mar 7, 2022 Direct F2, F3, F9
transaction MSI Motorola Solutions, Inc. - Common Stock Options Exercise $0 +10.8K +14.85% $0.00 83.7K Mar 8, 2022 Direct F2, F10
transaction MSI Motorola Solutions, Inc. - Common Stock Tax liability -$1.03M -4.8K -5.73% $214.13 78.9K Mar 8, 2022 Direct F2
transaction MSI Motorola Solutions, Inc. - Common Stock Options Exercise $1.25M +18.3K +23.15% $68.50* 97.2K Mar 8, 2022 Direct F2, F3
transaction MSI Motorola Solutions, Inc. - Common Stock Sale -$1.34M -6.18K -6.36% $216.33 91K Mar 8, 2022 Direct F2, F3, F11
transaction MSI Motorola Solutions, Inc. - Common Stock Sale -$2.04M -9.48K -10.41% $215.59 81.5K Mar 8, 2022 Direct F2, F3, F12
transaction MSI Motorola Solutions, Inc. - Common Stock Sale -$435K -2.03K -2.49% $214.45 79.5K Mar 8, 2022 Direct F2, F3, F13
transaction MSI Motorola Solutions, Inc. - Common Stock Sale -$125K -586 -0.74% $213.68 78.9K Mar 8, 2022 Direct F2, F3, F14
holding MSI Motorola Solutions, Inc. - Common Stock 2.22K Mar 7, 2022 Held by wife
holding MSI Motorola Solutions, Inc. - Common Stock 81K Mar 7, 2022 By Trust F15
holding MSI Motorola Solutions, Inc. - Common Stock 78.8K Mar 7, 2022 By Trust F16
holding MSI Motorola Solutions, Inc. - Common Stock 30.4K Mar 7, 2022 By Trust F17
holding MSI Motorola Solutions, Inc. - Common Stock 28.2K Mar 7, 2022 By Trust F18
holding MSI Motorola Solutions, Inc. - Common Stock 59.7K Mar 7, 2022 2020-1 Grantor Retained Annuity Trust, reporting person is the Trustee
holding MSI Motorola Solutions, Inc. - Common Stock 13.6K Mar 7, 2022 2020-6 Grantor Retained Annuity Trust, reporting person is the Trustee
holding MSI Motorola Solutions, Inc. - Common Stock 18.5K Mar 7, 2022 2020-7 Grantor Retained Annuity Trust, reporting person is the Trustee
holding MSI Motorola Solutions, Inc. - Common Stock 94.7K Mar 7, 2022 2021 Grantor Retained Annuity Trust, reporting person is the Trustee

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction MSI Performance Contingent Stock Options - Right to Buy Options Exercise $0 -100K -14.55% $0.00 587K Mar 7, 2022 Motorola Solutions, Inc. - Common Stock 100K $68.50 Direct F3, F19
transaction MSI Market Stock Units Options Exercise $0 -8.87K -33.33% $0.00 17.7K Mar 8, 2022 Motorola Solutions, Inc. - Common Stock 8.87K Direct F20, F21
transaction MSI Performance Contingent Stock Options - Right to Buy Options Exercise $0 -18.3K -3.11% $0.00 569K Mar 8, 2022 Motorola Solutions, Inc. - Common Stock 18.3K $68.50 Direct F3, F19
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents the shares withheld by the Company to satisfy the tax withholding requirement upon settlement (on March 7, 2022 per the award terms) of performance stock units, which were determined to be earned on February 15, 2022 based on performance results for the applicable performance period, as previously reported on a Form 4 as of February 17, 2022.
F2 Includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan and through the reinvestment of dividends.
F3 The exercise and sale of options reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the reporting person on December 14, 2021.
F4 $222.2385 is the weighted average sales price. Prices for this transaction ranged from $221.63 to $222.43. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F5 $219.8714 is the weighted average sales price. Prices for this transaction ranged from $219.56 to $220.52. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F6 $219.0584 is the weighted average sales price. Prices for this transaction ranged from $218.55 to $219.535. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F7 $218.1613 is the weighted average sales price. Prices for this transaction ranged from $217.57 to $218.54. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F8 $216.9684 is the weighted average sales price. Prices for this transaction ranged from $216.56 to $217.54. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F9 $216.5015 is the weighted average sales price. Prices for this transaction ranged from $216.27 to $216.555. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F10 Represents the vesting (8,873) and payout (10,825) of the first tranche (1/3) of the market stock units ("MSUs") granted on March 8, 2021 at 122% payout factor and such payment includes 1,952 shares which were above the target number of shares originally reported.
F11 $216.3324 is the weighted average sales price. Prices for this transaction ranged from $215.95 to $216.93. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F12 $215.5891 is the weighted average sales price. Prices for this transaction ranged from $214.93 to $215.91. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F13 $214.4455 is the weighted average sales price. Prices for this transaction ranged from $213.915 to $214.875. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F14 $213.6759 is the weighted average sales price. Prices for this transaction ranged from $213.37 to $213.8925. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
F15 These shares are held in an irrevocable trust for the benefit of the reporting person's wife and children. The reporting person's wife is trustee of this trust.
F16 These shares are held in a family trust for the benefit of the reporting person's children. The reporting person's child is trustee of this trust.
F17 These shares are held in a non-exempt gift trust for the benefit of the reporting person's child. The reporting person's wife is trustee of this trust.
F18 These shares are held in a non-exempt gift trust for the benefit of the reporting person's child. The reporting person's wife is trustee of this trust.
F19 These Performance Contingent Stock Options ("PCSOs") vested upon the attainment of each stock price hurdle as follows: 20% vested when the Company closing stock price was $85.00 for ten consecutive trading days (which was met on June 30, 2017); 30% vested when the Company closing stock price was $102.50 for ten consecutive trading days (which was met on February 28, 2018); and 50% vested when the Company closing stock price was $120.00 for ten consecutive trading days (which was met on July 24, 2018). The PCSOs became exercisable on the third anniversary of the date of grant.
F20 Each market stock unit ("MSU") converts into shares of common stock on a 1-for-1 basis but the number of MSUs earned varies from 0% to 200% of the target number of MSUs based on the average of the closing price of the Company's common stock on the date of grant and the thirty calendar days immediately preceding the date of grant (referred to as Share Price on Date of Grant) as compared to the closing share price of the Company's common stock on the vesting date and the thirty calendar days immediately preceding the vesting date (referred to as Share Price on Vesting Date). The target number of MSUs is reported in this Report.
F21 One third of the MSU award will vest on each of the first, second and third anniversaries of the date of grant and will be converted into shares of common stock based on a payout factor, provided that the MSU will only vest if the Share Price on the Vesting Date equals at least 60% of the Share Price on the Date of Grant.

Remarks:

Exhibit 24 - Power of Attorney - CE