Motorola Solutions (MSI) SVP logs MSU grant, vesting and tax withholding

Rhea-AI Filing Summary

Motorola Solutions, Inc. SVP Rajan Naik reported compensation-related stock activity. He received a grant of 1,862 Market Stock Units (MSUs) on March 12, 2026, each potentially converting into one share of common stock based on performance and share-price conditions.

On March 13 and 14, tranches of earlier MSU awards vested and were exercised into 667 and 882 shares of common stock, respectively, reflecting payout factors of 108% and 140% of target. To cover tax obligations, 300.82 and 397.78 shares were withheld at a price of $473.12 per share, rather than sold on the open market.

Following these transactions, Naik held 14,534.62 shares of Motorola Solutions common stock directly, plus an additional 11.54 shares held indirectly in the Motorola Solutions, Inc. 401(k) Plan as of March 2, 2026.

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^*

NAIK RAJAN

(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, Strategy & Ventures

3. Date of Earliest Transaction (Month/Day/Year)
03/12/2026

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

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	03/13/2026		M		667	A	$0(1)	14,351.22	D
Motorola Solutions, Inc. - Common Stock	03/13/2026		F		300.82	D	$473.12	14,050.4	D
Motorola Solutions, Inc. - Common Stock	03/14/2026		M		882	A	$0(2)	14,932.4	D
Motorola Solutions, Inc. - Common Stock	03/14/2026		F		397.78	D	$473.12	14,534.62	D
Motorola Solutions, Inc. - Common Stock								11.54(3)	I	Motorola Solutions, Inc. 401(k) Plan

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
Market Stock Units	(4)	03/12/2026		A		1,862		(5)	(5)	Motorola Solutions, Inc. - Common Stock	1,862	$0	1,862	D
Market Stock Units	(4)	03/13/2026		M			618(5)	(5)	(5)	Motorola Solutions, Inc. - Common Stock	618	$0	1,234	D
Market Stock Units	(4)	03/14/2026		M			630(5)	(5)	(5)	Motorola Solutions, Inc. - Common Stock	630	$0	629	D

Explanation of Responses:

1. Represents the vesting (618) and payout (667) of the first tranche (1/3) of the market stock units (MSU) granted on March 13, 2025 at 108% payout factor and such payment includes 49 shares which were above the target number of shares originally reported.

2. Represents the vesting (630) and payout (882) of the second tranche (1/3) of the market stock units (MSU) granted on March 14, 2024 at 140% payout factor and such payment includes 252 shares which were above the target number of shares originally reported.

3. Based on plan statement as of March 2, 2026.

4. 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.

5. 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.

Remarks:

	Lauren E. Henderson, on behalf of Rajan S. Naik, Senior Vice President, Strategy & Ventures (Power of Attorney on File)	03/16/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did MSI executive Rajan Naik report on this Form 4?

Rajan Naik reported MSU-related stock activity, including a grant of 1,862 Market Stock Units and the vesting and conversion of earlier MSU tranches into 667 and 882 common shares. Portions of these shares were withheld to satisfy tax obligations at $473.12 per share.

How many Motorola Solutions shares does Rajan Naik hold after these transactions?

After these transactions, Rajan Naik directly holds 14,534.62 shares of Motorola Solutions common stock. He also has 11.54 additional shares held indirectly through the Motorola Solutions, Inc. 401(k) Plan, based on a plan statement dated March 2, 2026.

What Market Stock Unit (MSU) award did Rajan Naik receive from Motorola Solutions (MSI)?

Naik received a grant of 1,862 Market Stock Units on March 12, 2026. Each MSU can convert into one share of common stock, with the number earned ranging from 0% to 200% of target, depending on Motorola Solutions’ share-price performance over specified periods.

How do Motorola Solutions’ Market Stock Units (MSUs) convert into common stock for MSI executives?

Each MSU converts 1-for-1 into common shares, but the earned number varies from 0% to 200% of target. The payout depends on comparing the average share price around the grant date to the average share price around the vesting date, subject to a minimum 60% price condition.

Were any of Rajan Naik’s Motorola Solutions shares sold on the open market?

The Form 4 shows dispositions coded “F” for 300.82 and 397.78 shares at $473.12 per share. These are shares withheld to pay taxes on vesting and exercises, meaning they represent tax-withholding dispositions rather than open-market sales initiated by Naik.

What do the payout factors of 108% and 140% mean for MSI Market Stock Units?

The 108% and 140% payout factors show that the vested MSU tranches paid out above target. On March 13, 618 MSUs vested and 667 shares were delivered; on March 14, 630 MSUs vested and 882 shares were delivered, including extra shares above the originally reported targets.