Equity award lifts Motorola Solutions (MSI) counsel James Niewiara’s stake

Rhea-AI Filing Summary

Motorola Solutions SVP and General Counsel James A. Niewiara reported acquiring 1,025 shares of common stock through the vesting and payout of market stock units. These shares reflect the third tranche of MSUs granted on March 9, 2023 at a 173% payout factor. Following this compensation-related equity payout, his direct holdings total 19,185.7 shares, which also include shares previously acquired under the employee stock purchase plan and through dividend reinvestment.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

NIEWIARA JAMES A

(Last) (First) (Middle)

MOTOROLA SOLUTIONS, INC.

500 WEST MONROE ST.

(Street)

CHICAGO IL 60661

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Motorola Solutions, Inc. [ MSI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, GENERAL COUNSEL

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
03/11/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Motorola Solutions, Inc. - Common Stock	03/09/2026		M		1,025	A	$0(1)	19,185.7(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction 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 (Month/Day/Year)		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: 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

Explanation of Responses:

1. Represents the vesting (593) and payout (1,025) of the third tranche (1/3) of the market stock units (MSU) granted on March 9, 2023 at 173% payout factor and such payment includes 432 shares which were above the target number of shares originally reported.

2. Includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan, and through the reinvestment of dividends.

Remarks:

On March 11, 2026, the reporting person filed a Form 4 which inadvertently and erroneously reported the withholding of shares of Company stock to satisfy tax withholding requirements (i) upon the March 9, 2026 settlement of certain performance stock units, and (ii) upon the March 9, 2026 vesting of certain market stock units. In fact, as reported in this amendment, which amends Table I from the original Report in its entirety, no shares of Company stock were withheld to satisfy the tax reporting requirements, as the reporting person satisfied such requirement with cash. Accordingly, such tax withholding transactions have been removed from Table I in this amendment.

	Lauren E. Henderson, on behalf of James A. Niewiara, Senior Vice President, General Counsel (Power of Attorney on File)	03/13/2026
	** Signature of Reporting Person	Date
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FAQ

What did Motorola Solutions (MSI) executive James A. Niewiara report in this Form 4/A?

James A. Niewiara reported the vesting and payout of a market stock unit award. On March 9, 2026, he acquired 1,025 Motorola Solutions common shares from the third tranche of MSUs granted on March 9, 2023, rather than through an open-market purchase.

How many Motorola Solutions (MSI) shares did James A. Niewiara acquire in this transaction?

Niewiara acquired 1,025 shares of Motorola Solutions common stock. The shares came from the vesting and payout of the third tranche of MSUs granted on March 9, 2023 at a 173% payout factor, as detailed in the filing footnotes.

Was James A. Niewiara’s Motorola Solutions (MSI) share acquisition an open-market purchase?

No, the acquisition was not an open-market purchase. The 1,025 shares resulted from the vesting and payout of market stock units granted on March 9, 2023, a compensation-related equity award rather than a discretionary buy on the open market.

What is James A. Niewiara’s Motorola Solutions (MSI) share ownership after this Form 4/A transaction?

After the transaction, Niewiara directly holds 19,185.7 shares of Motorola Solutions common stock. This figure includes the newly vested 1,025 MSU payout shares, plus shares previously acquired under the employee stock purchase plan and through dividend reinvestment.

What are market stock units (MSUs) in the context of Motorola Solutions (MSI)?

In this context, market stock units are equity awards that vest into common shares. The filing notes the third tranche of MSUs granted on March 9, 2023 paid out at a 173% factor, resulting in 1,025 common shares delivered to James A. Niewiara.

How did the 173% payout factor affect James A. Niewiara’s Motorola Solutions (MSI) award?

The 173% payout factor increased the number of shares delivered from the MSU award. The footnote explains that the payment includes 432 shares above the original target, contributing to the 1,025 Motorola Solutions common shares credited upon vesting.