Statement of Changes in Beneficial Ownership (4)
March 07 2022 - 4:14PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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BROWN GREGORY Q |
2. Issuer Name and Ticker or Trading Symbol
Motorola Solutions, Inc.
[
MSI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chairman and CEO |
(Last)
(First)
(Middle)
MOTOROLA SOLUTIONS, INC., 500 WEST MONROE ST. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/3/2022 |
(Street)
CHICAGO, IL 60661
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Motorola Solutions, Inc. - Common Stock | 3/3/2022 | | M(1) | | 81731 | A | $51.33 | 158415.4095 (2) | D | |
Motorola Solutions, Inc. - Common Stock | 3/3/2022 | | S(1) | | 8253 | D | $223.3689 (3) | 150162.4095 (2) | D | |
Motorola Solutions, Inc. - Common Stock | 3/3/2022 | | S(1) | | 23686 | D | $222.6012 (4) | 126476.4095 (2) | D | |
Motorola Solutions, Inc. - Common Stock | 3/3/2022 | | S(1) | | 39342 | D | $221.5107 (5) | 87134.4095 (2) | D | |
Motorola Solutions, Inc. - Common Stock | 3/3/2022 | | S(1) | | 10450 | D | $220.7745 (6) | 76684.4095 (2) | D | |
Motorola Solutions, Inc. - Common Stock | 3/4/2022 | | M(1) | | 100000 | A | $68.50 | 176684.4095 (2) | D | |
Motorola Solutions, Inc. - Common Stock | 3/4/2022 | | S(1) | | 42957 | D | $222.7661 (7) | 133727.4095 (2) | D | |
Motorola Solutions, Inc. - Common Stock | 3/4/2022 | | S(1) | | 29069 | D | $221.8839 (8) | 104658.4095 (2) | D | |
Motorola Solutions, Inc. - Common Stock | 3/4/2022 | | S(1) | | 5800 | D | $220.9470 (9) | 98858.4095 (2) | D | |
Motorola Solutions, Inc. - Common Stock | 3/4/2022 | | S(1) | | 10957 | D | $219.8713 (10) | 87901.4095 (2) | D | |
Motorola Solutions, Inc. - Common Stock | 3/4/2022 | | S(1) | | 10792 | D | $218.5699 (11) | 77109.4095 (2) | D | |
Motorola Solutions, Inc. - Common Stock | 3/4/2022 | | S(1) | | 425 | D | $217.6053 (12) | 76684.4095 (2) | D | |
Motorola Solutions, Inc. - Common Stock | | | | | | | | 2220 | I | Held by wife |
Motorola Solutions, Inc. - Common Stock | | | | | | | | 81000 (13) | I | By Trust |
Motorola Solutions, Inc. - Common Stock | | | | | | | | 78780 (14) | I | By Trust |
Motorola Solutions, Inc. - Common Stock | | | | | | | | 30373 (15) | I | By Trust |
Motorola Solutions, Inc. - Common Stock | | | | | | | | 28172 (16) | I | By Trust |
Motorola Solutions, Inc. - Common Stock | | | | | | | | 59694 | I | 2020-1 Grantor Retained Annuity Trust, reporting person is the Trustee |
Motorola Solutions, Inc. - Common Stock | | | | | | | | 13557 | I | 2020-6 Grantor Retained Annuity Trust, reporting person is the Trustee |
Motorola Solutions, Inc. - Common Stock | | | | | | | | 28817 | I | 2020-7 Grantor Retained Annuity Trust, reporting person is the Trustee |
Motorola Solutions, Inc. - Common Stock | | | | | | | | 94663 | I | 2021 Grantor Retained Annuity Trust, reporting person is the Trustee |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Employee Stock Option - Right to Buy | $51.33 | 3/3/2022 | | M (1) | | | 81731 | (17) | 5/2/2022 | Motorola Solutions, Inc. - Common Stock | 81731 | $0 | 0 | D | |
Performance Contingent Stock Option - Right to Buy | $68.50 | 3/4/2022 | | M (1) | | | 100000 | (18) | 8/25/2022 | Motorola Solutions, Inc. - Common Stock | 100000 | $0 | 687498 | D | |
Explanation of Responses: |
(1) | 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. |
(2) | Includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan and through the reinvestment of dividends. |
(3) | $223.3689 is the weighted average sales price. Prices for this transaction ranged from $223.02 to $223.99. 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. |
(4) | $222.6012 is the weighted average sales price. Prices for this transaction ranged from $222.03 to $222.96. 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. |
(5) | $221.5107 is the weighted average sales price. Prices for this transaction ranged from $221.06 to $221.983. 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. |
(6) | $220.7745 is the weighted average sales price. Prices for this transaction ranged from $220.17 to $220.97. 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. |
(7) | $222.7661 is the weighted average sales price. Prices for this transaction ranged from $222.34 to $223.305. 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. |
(8) | $221.8839 is the weighted average sales price. Prices for this transaction ranged from $221.37 to $222.31. 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. |
(9) | $220.9470 is the weighted average sales price. Prices for this transaction ranged from $220.095 to $221.06. 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. |
(10) | $219.8713 is the weighted average sales price. Prices for this transaction ranged from $219.36 to $220.04. 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. |
(11) | $218.5699 is the weighted average sales price. Prices for this transaction ranged from $217.92 to $218.85. 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. |
(12) | $217.6053 is the weighted average sales price. Prices for this transaction ranged from $217.56 to $217.81. 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. |
(13) | 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. |
(14) | 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. |
(15) | 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. |
(16) | 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. |
(17) | These options vested in one installment on May 2, 2015. |
(18) | 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. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
BROWN GREGORY Q MOTOROLA SOLUTIONS, INC. 500 WEST MONROE ST. CHICAGO, IL 60661 | X |
| Chairman and CEO |
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Signatures
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Kristin L. Kruska, on behalf of Gregory Q. Brown, Chairman and Chief Executive Officer (Power of Attorney on File) | | 3/7/2022 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
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