BROWN GREGORY Q - 08 Mar 2024 Form 4 Insider Report for Motorola Solutions, Inc. (MSI)

Role: Chairman and CEO, Director
Signature: Alejandro Dieguez, on behalf of Gregory Q. Brown, Chairman and Chief Executive Officer (Power of Attorney on File)
Issuer symbol: MSI
Transactions as of: 08 Mar 2024
Net transactions value: -$13,317,298
Form type: 4
Filing time: 12 Mar 2024, 16:10:07 UTC
Previous filing: 28 Feb 2024
Next filing: 18 Mar 2024
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	MSI	Motorola Solutions, Inc. - Common Stock	Tax liability	$8,152,948	-24,307	-22%	$335.41	84,002	08 Mar 2024	Direct	F1, F2
transaction	MSI	Motorola Solutions, Inc. - Common Stock	Options Exercise	$0	+16,147	+19%	$0.000000	100,149	08 Mar 2024	Direct	F2, F3
transaction	MSI	Motorola Solutions, Inc. - Common Stock	Tax liability	$2,249,525	-6,707	-6.7%	$335.41	93,442	08 Mar 2024	Direct	F2
transaction	MSI	Motorola Solutions, Inc. - Common Stock	Options Exercise	$0	+9,114	+9.8%	$0.000000	102,556	09 Mar 2024	Direct	F2, F4
transaction	MSI	Motorola Solutions, Inc. - Common Stock	Tax liability	$1,354,219	-4,038	-3.9%	$335.41	98,519	09 Mar 2024	Direct	F2
transaction	MSI	Motorola Solutions, Inc. - Common Stock	Options Exercise	$0	+10,503	+11%	$0.000000	109,022	10 Mar 2024	Direct	F2, F5
transaction	MSI	Motorola Solutions, Inc. - Common Stock	Tax liability	$1,560,606	-4,653	-4.3%	$335.41	104,369	10 Mar 2024	Direct	F2
holding	MSI	Motorola Solutions, Inc. - Common Stock						2,220	08 Mar 2024	Held by wife
holding	MSI	Motorola Solutions, Inc. - Common Stock						81,000	08 Mar 2024	By Trust	F6
holding	MSI	Motorola Solutions, Inc. - Common Stock						53,180	08 Mar 2024	By Trust	F7
holding	MSI	Motorola Solutions, Inc. - Common Stock						18,313	08 Mar 2024	By Trust	F8
holding	MSI	Motorola Solutions, Inc. - Common Stock						17,214	08 Mar 2024	By Trust	F9
holding	MSI	Motorola Solutions, Inc. - Common Stock						64,102	08 Mar 2024	2022-1 Grantor Retained Annuity Trust, reporting person is the Trustee
holding	MSI	Motorola Solutions, Inc. - Common Stock						85,435	08 Mar 2024	2023-1 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 Options	Award	$0	+162,748		$0.000000	162,748	08 Mar 2024	Motorola Solutions, Inc. - Common Stock	162,748	$179.21	Direct	F10
transaction	MSI	Market Stock Units	Options Exercise	$0	-8,872	-100%	$0.000000^*	0	08 Mar 2024	Motorola Solutions, Inc. - Common Stock	8,872		Direct	F11, F12
transaction	MSI	Market Stock Units	Options Exercise	$0	-7,350	-33%	$0.000000	14,700	09 Mar 2024	Motorola Solutions, Inc. - Common Stock	7,350		Direct	F11, F12
transaction	MSI	Market Stock Units	Options Exercise	$0	-7,049	-50%	$0.000000	7,048	10 Mar 2024	Motorola Solutions, Inc. - Common Stock	7,049		Direct	F11, F12

* 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 8, 2024 per the award terms) of performance stock units, which were determined to be earned on February 21, 2024 based on performance results for the applicable performance period, as previously reported on a Form 4 as of February 23, 2024.
F2	Includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan and through the reinvestment of dividends.
F3	Represents the vesting (8,872) and payout (16,147) of the third tranche (1/3) of the market stock units (MSU) granted on March 8, 2021 at 182% payout factor and such payment includes 7,275 shares which were above the target number of shares originally reported.
F4	Represents the vesting (7,350) and payout (9,114) of the first tranche (1/3) of the market stock units (MSU) granted on March 9, 2023 at 124% payout factor and such payment includes 1,764 shares which were above the target number of shares originally reported.
F5	Represents the vesting (7,049) and payout (10,503) of the second tranche (1/3) of the market stock units (MSU) granted on March 10, 2022 at 149% payout factor and such payment includes 3,454 shares which were above the target number of shares originally reported.
F6	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.
F7	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.
F8	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.
F9	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.
F10	Represents the vesting of performance based stock options granted to the reporting person on March 8, 2021 that were eligible to vest on the third anniversary date of the grant or March 8, 2024 based on the satisfaction of certain financial performance objectives. On March 8, 2024, the Company determined that, based on the Company's performance over the applicable performance period, 162,748 options would vest.
F11	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.
F12	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 MSUs will only vest if the Share Price on the Vesting Date equals at least 60% of the Share Price on the Date of Grant.