Motorola Solutions (NYSE: MSI) SVP gains shares through MSU vesting

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Motorola Solutions SVP and General Counsel James A. Niewiara reported compensation-related equity activity. On March 12, 2026, he received a grant of 1,682 market stock units (MSUs), each convertible into one share of common stock subject to performance and vesting conditions.

On March 13 and 14, 2026, tranches of earlier MSU awards vested and were converted, with 494 and 504 MSUs vesting and paying out 533 and 705 common shares, reflecting 108% and 140% payout factors. Following these exercises, he holds 20,423.7 Motorola Solutions common shares directly, including shares acquired through the employee stock purchase plan and dividend reinvestment.

Insider Trade Summary

998 shares exercised/converted

Mixed 5 txns

Insider NIEWIARA JAMES A

Role SVP, GENERAL COUNSEL

Type	Security	Shares	Price	Value
Exercise	Market Stock Units	504	$0.00	--
Exercise	Motorola Solutions, Inc. - Common Stock	705	$0.00	--
Exercise	Market Stock Units	494	$0.00	--
Exercise	Motorola Solutions, Inc. - Common Stock	533	$0.00	--
Grant/Award	Market Stock Units	1,682	$0.00	--

Holdings After Transaction: Market Stock Units — 503 shares (Direct); Motorola Solutions, Inc. - Common Stock — 20,423.7 shares (Direct)

Footnotes (1)

Represents the vesting (494) and payout (533) 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 39 shares which were above the target number of shares originally reported. Includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan, and through the reinvestment of dividends. Represents the vesting (504) and payout (705) 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 201 shares which were above the target number of shares originally reported. 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. 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.

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Form 4 Insider Transactions: What Each Field Means →

03/16/2026 - 04:20 PM

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

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)
03/12/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Motorola Solutions, Inc. - Common Stock	03/13/2026		M		533	A	$0⁽¹⁾	19,718.7⁽²⁾	D
Motorola Solutions, Inc. - Common Stock	03/14/2026		M		705	A	$0⁽³⁾	20,423.7⁽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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Market Stock Units	⁽⁴⁾	03/12/2026		A		1,682		⁽⁵⁾	⁽⁵⁾	Motorola Solutions, Inc. - Common Stock	1,682	$0	1,682	D
Market Stock Units	⁽⁴⁾	03/13/2026		M			494⁽⁵⁾	⁽⁵⁾	⁽⁵⁾	Motorola Solutions, Inc. - Common Stock	494	$0	988	D
Market Stock Units	⁽⁴⁾	03/14/2026		M			504⁽⁵⁾	⁽⁵⁾	⁽⁵⁾	Motorola Solutions, Inc. - Common Stock	504	$0	503	D

Explanation of Responses:

1. Represents the vesting (494) and payout (533) 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 39 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.

3. Represents the vesting (504) and payout (705) 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 201 shares which were above the target number of shares originally reported.

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 James A. Niewiara, Senior Vice President, General Counsel (Power of Attorney on File)	03/16/2026
	** 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 Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did MSI SVP James A. Niewiara report on this Form 4?

James A. Niewiara reported equity compensation activity, not open-market trades. Tranches of previously granted market stock units vested and converted into common shares, and he also received a new grant of 1,682 market stock units subject to future performance and vesting conditions.

How many Motorola Solutions shares does James A. Niewiara hold after these transactions?

After these transactions, James A. Niewiara directly holds 20,423.7 shares of Motorola Solutions common stock. This figure includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan and through the reinvestment of dividends, as noted in the filing’s footnotes.

What are market stock units (MSUs) in the MSI Form 4 for James A. Niewiara?

The market stock units are performance-based awards that convert into Motorola Solutions common shares on a 1-for-1 basis. The number of MSUs earned can range from 0% to 200% of target, depending on the company’s share price performance between the grant and vesting measurement periods.

What MSU grant did James A. Niewiara receive from Motorola Solutions in March 2026?

On March 12, 2026, James A. Niewiara received a grant of 1,682 market stock units. One-third of this MSU award is scheduled to vest on each of the first, second, and third anniversaries of the grant date, subject to specific share price performance and vesting conditions.

How did the MSU payout factors affect the shares James A. Niewiara received?

Two MSU tranches vested with payout factors above target. A March 13, 2025 grant paid out at 108%, delivering 533 shares from 494 MSUs, while a March 14, 2024 grant paid out at 140%, delivering 705 shares from 504 MSUs, reflecting strong performance versus target.

What conditions determine whether James A. Niewiara’s MSUs at MSI will vest?

One-third of each MSU award vests on its first three anniversaries only if performance conditions are met. The filing states MSUs vest only if the share price on the vesting date is at least 60% of the share price on the grant date, based on specified averaging periods.

Did James A. Niewiara buy or sell MSI shares on the open market in this Form 4?

No open-market purchases or sales are reported. All transactions are coded as derivative exercises or awards. They reflect MSUs vesting and converting into shares, plus a new MSU grant, rather than discretionary buying or selling of Motorola Solutions stock on the market.