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[Form 4] Motorola Solutions, Inc. Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Gregory Q. Brown, Chairman and CEO of Motorola Solutions, Inc. (MSI), reported multiple transactions on September 10–11, 2025. On each date he acquired 25,000 shares at $71.22. On September 10 he sold 25,000 shares at weighted-average prices around $481–$482, and on September 11 he sold another 25,000 shares at weighted-average prices around $485–$492. After these transactions the reporting person shows 46,936.41 shares held directly and additional indirect holdings across trusts and family-related accounts (including 81,000 held for his wife and children and other trust holdings). The filing also reports performance option holdings with underlying common shares reported as 175,000 and 150,000 in the derivative table following the reported option-related entries.

Positive

  • Reported acquisitions of 50,000 shares total (25,000 on 9/10 and 25,000 on 9/11) at $71.22, indicating meaningful insider purchases recorded in the filing
  • Detailed disclosure of indirect holdings (e.g., 81,000 held for wife/children and multiple trusts), improving transparency about overall beneficial ownership

Negative

  • Large sales totaling 50,000 shares (25,000 on 9/10 and 25,000 on 9/11) executed at weighted-average prices in the ~$481–$492 range, reducing direct share count
  • Significant reliance on trusts and indirect holdings may complicate straightforward assessment of voting and control but are material to ownership structure

Insights

TL;DR: CEO executed option-related acquisitions and contemporaneous large block sales, leaving substantial direct and indirect holdings.

The filing shows symmetric activity: two 25,000-share acquisitions at $71.22 and contemporaneous sales of 25,000 shares each day at roughly $482–$492. These patterns are typical of option exercises followed by market sales to cover tax/strike costs or to rebalance, and they materially change reported direct share counts while leaving significant indirect holdings in trusts. Reported performance option positions remain large, indicating continued equity-linked compensation exposure.

TL;DR: Insider disclosure shows routine executive equity transactions with retained significant family and trust holdings.

The report clearly discloses both direct and indirect holdings and multiple trust arrangements, meeting Section 16 transparency requirements. The presence of large trust-held positions and continued performance option exposure are governance-relevant facts for stakeholders assessing alignment of executive incentives with long-term shareholder interests. No regulatory or unusual governance items are disclosed in the form.

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*
BROWN GREGORY Q

(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chairman and CEO
3. Date of Earliest Transaction (Month/Day/Year)
09/10/2025
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 09/10/2025 M 25,000 A $71.22 71,936.41(1) D
Motorola Solutions, Inc. - Common Stock 09/10/2025 S 11,366 D $482.3726(2) 60,570.41(1) D
Motorola Solutions, Inc. - Common Stock 09/10/2025 S 10,955 D $481.5519(3) 49,615.41(1) D
Motorola Solutions, Inc. - Common Stock 09/10/2025 S 2,679 D $480.9747(4) 46,936.41(1) D
Motorola Solutions, Inc. - Common Stock 09/11/2025 M 25,000 A $71.22 71,936.41(1) D
Motorola Solutions, Inc. - Common Stock 09/11/2025 S 3,924 D $491.6438(5) 68,012.41(1) D
Motorola Solutions, Inc. - Common Stock 09/11/2025 S 6,440 D $490.857(6) 61,572.41(1) D
Motorola Solutions, Inc. - Common Stock 09/11/2025 S 3,784 D $489.9688(7) 57,788.41(1) D
Motorola Solutions, Inc. - Common Stock 09/11/2025 S 3,101 D $488.8486(8) 54,687.41(1) D
Motorola Solutions, Inc. - Common Stock 09/11/2025 S 2,309 D $488.16(9) 52,378.41(1) D
Motorola Solutions, Inc. - Common Stock 09/11/2025 S 3,340 D $486.6574(10) 49,038.41(1) D
Motorola Solutions, Inc. - Common Stock 09/11/2025 S 2,102 D $485.6951(11) 46,936.41(1) D
Motorola Solutions, Inc. - Common Stock 2,220 I Held by wife
Motorola Solutions, Inc. - Common Stock 81,000(12) I By Trust
Motorola Solutions, Inc. - Common Stock 43,180(13) I By Trust
Motorola Solutions, Inc. - Common Stock 25,143(14) I By Trust
Motorola Solutions, Inc. - Common Stock 24,046(15) I By Trust
Motorola Solutions, Inc. - Common Stock 62,004 I 2024-1 Grantor Retained Annuity Trust
Motorola Solutions, Inc. - Common Stock 120,500 I 2025-1 Grantor Retained Annuity Trust
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
Performance Options $71.22 09/10/2025 M 25,000 (16) 03/10/2026 Motorola Solutions, Inc. - Common Stock 25,000 $0 175,000 D
Performance Options $71.22 09/11/2025 M 25,000 (16) 03/10/2026 Motorola Solutions, Inc. - Common Stock 25,000 $0 150,000 D
Explanation of Responses:
1. Includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan and through the reinvestment of dividends.
2. $482.3726 is the weighted average sales price. Prices for this transaction ranged from $481.95 to $482.85. 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.
3. $481.5519 is the weighted average sales price. Prices for this transaction ranged from $481.035 to $481.935. 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. $480.9747 is the weighted average sales price. Prices for this transaction ranged from $480.865 to $481.03. 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. $491.6438 is the weighted average sales price. Prices for this transaction ranged from $491.34 to $492.22. 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. $490.857 is the weighted average sales price. Prices for this transaction ranged from $490.41 to $491.31. 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.
7. $489.9688 is the weighted average sales price. Prices for this transaction ranged from $489.60 to $490.34. 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. $488.8486 is the weighted average sales price. Prices for this transaction ranged from $488.55 to $489.33. 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. $488.16 is the weighted average sales price. Prices for this transaction ranged from $487.57 to $488.38. 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. $486.6574 is the weighted average sales price. Prices for this transaction ranged from $486.20 to $487.06. 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.
11. $485.6951 is the weighted average sales price. Prices for this transaction ranged from $485.38 to $486.14. 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. 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.
13. 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.
14. 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.
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 performance based stock options vested on March 10, 2019, upon the attainment of the satisfaction of certain financial performance objectives.
Remarks:
James A. Niewiara, on behalf of Gregory Q. Brown, Chairman and Chief Executive Officer (Power of Attorney on File) 09/12/2025
** 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.

FAQ

What transactions did Gregory Q. Brown report on Form 4 for MSI?

He acquired 25,000 shares on 09/10/2025 and 25,000 shares on 09/11/2025 at $71.22 each, and sold 25,000 shares on each date at weighted-average prices roughly $481–$492.

How many shares does Gregory Q. Brown directly own after these transactions?

The form reports 46,936.41 shares held directly following the reported transactions.

Does the filing show indirect or trust holdings for the CEO?

Yes. The filing lists multiple indirect holdings including 81,000 shares held in an irrevocable trust for the reporting person’s wife and children and additional family and gift trusts.

Are there option or derivative positions disclosed in the Form 4?

Yes. The derivative table reports performance option activity and shows underlying common-share counts of 175,000 and 150,000 following the reported option-related entries.

Do the sales list exact per-share prices?

The form provides weighted-average sale prices for each lot (e.g., $482.3726, $481.5519, $480.9747, $491.6438, etc.) and price ranges for the executions; the filer offers to provide per-price details upon request by the Commission staff or others.
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