Motorola Solutions (MSI) CEO Reports Option Conversion and Multiple Share Sales

Rhea-AI Filing Summary

Gregory Q. Brown, Chairman and CEO of Motorola Solutions (MSI), reported multiple equity transactions dated August 14–15, 2025. He acquired 82,765 shares via conversion/exercise of performance-based options at an exercise/conversion price of $71.22. Across the same two days he reported a sequence of open-market sales totaling tens of thousands of shares at weighted-average prices between $457.76 and $467.42 per share. The Form 4 shows a mix of direct ownership and indirect holdings through trusts and a non-exempt gift trust; several trust-held blocks and gift-trust transfers are noted. Table II confirms the performance options underlying 82,765 shares and lists 225,000 derivative securities beneficially owned following the reported transactions.

Positive

• Acquisition of 82,765 shares via conversion/exercise of performance options at a conversion price of $71.22
• Detailed disclosure of each sale with weighted-average prices and offer to provide per-price breakdowns on request
• Clear attribution of indirect holdings through trusts and gift trusts, including trustee identities

Negative

• Substantial open-market sales on August 14–15, 2025 reducing direct share holdings by tens of thousands of shares
• Concentration of transactions over two days with multiple high-volume disposals reported, which materially changed direct holdings reported on the Form 4

Insights

Financial Analyst

TL;DR: CEO exercised performance options and concurrently sold substantial shares over two days, altering his direct and indirect holdings.

The filing documents a Code M acquisition of 82,765 shares via performance-option conversion at $71.22 and multiple open-market sales on August 14–15, 2025 at weighted-average prices ranging roughly from $457.76 to $467.42. These sales materially reduced reported direct share counts on the Form 4, while several trust-held positions remain disclosed as indirect ownership. From an analytical perspective, the transactions are large in absolute terms but no company guidance, insider intent, or market-impact commentary is provided in the filing; all conclusions must be limited to the reported volumes and prices.

Corporate Governance Expert

TL;DR: Disclosure complies with Section 16 reporting: exercise/conversion and numerous sales are fully itemized, including trust relationships.

The Form 4 clearly identifies Gregory Q. Brown as both a director and the Chairman/CEO and lists individual and indirect holdings, including non-exempt gift trusts and irrevocable/family trusts with named trustees. Each sale lists weighted-average prices and the filer offers to provide per-price breakouts on request, consistent with regulatory expectations. The filing indicates proper attribution of indirect holdings and documents that the referenced performance options vested previously per the explanatory note.

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)
08/14/2025

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	08/14/2025		M		82,765	A	$71.22	140,601.41(1)	D
Motorola Solutions, Inc. - Common Stock	08/14/2025		S		2,002	D	$467.4163(2)	138,599.41(1)	D
Motorola Solutions, Inc. - Common Stock	08/14/2025		S		864	D	$466.4302(3)	137,735.41(1)	D
Motorola Solutions, Inc. - Common Stock	08/14/2025		S		7,419	D	$465.1894(4)	130,316.41(1)	D
Motorola Solutions, Inc. - Common Stock	08/14/2025		S		12,079	D	$464.4132(5)	118,237.41(1)	D
Motorola Solutions, Inc. - Common Stock	08/14/2025		S		13,896	D	$463.6325(6)	104,341.41(1)	D
Motorola Solutions, Inc. - Common Stock	08/14/2025		S		12,656	D	$462.3512(7)	91,685.41(1)	D
Motorola Solutions, Inc. - Common Stock	08/14/2025		S		32,649	D	$461.8004(8)	59,036.41(1)	D
Motorola Solutions, Inc. - Common Stock	08/14/2025		S		1,200	D	$461.3063(9)	57,836.41(1)	D
Motorola Solutions, Inc. - Common Stock	08/15/2025		G		10,900	D	$0	46,936.41(1)	D
Motorola Solutions, Inc. - Common Stock	08/15/2025		S		484	D	$461.2575(10)	33,459(11)	I	By Trust
Motorola Solutions, Inc. - Common Stock	08/15/2025		S		3,672	D	$460.3827(12)	29,787(11)	I	By Trust
Motorola Solutions, Inc. - Common Stock	08/15/2025		S		2,678	D	$459.5938(13)	27,109(11)	I	By Trust
Motorola Solutions, Inc. - Common Stock	08/15/2025		S		1,778	D	$458.6945(14)	25,331(11)	I	By Trust
Motorola Solutions, Inc. - Common Stock	08/15/2025		S		188	D	$457.7629(15)	25,143(11)	I	By Trust
Motorola Solutions, Inc. - Common Stock	08/15/2025		S		255	D	$461.4384(16)	32,591(17)	I	By Trust
Motorola Solutions, Inc. - Common Stock	08/15/2025		S		3,631	D	$460.4406(18)	28,960(17)	I	By Trust
Motorola Solutions, Inc. - Common Stock	08/15/2025		S		2,655	D	$459.6868(19)	26,305(17)	I	By Trust
Motorola Solutions, Inc. - Common Stock	08/15/2025		S		1,952	D	$458.7819(20)	24,353(17)	I	By Trust
Motorola Solutions, Inc. - Common Stock	08/15/2025		S		307	D	$457.9473(21)	24,046(17)	I	By Trust
Motorola Solutions, Inc. - Common Stock								2,220	I	Held by wife
Motorola Solutions, Inc. - Common Stock								81,000(22)	I	By Trust
Motorola Solutions, Inc. - Common Stock								43,180(23)	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	08/14/2025		M			82,765	(24)	03/10/2026	Motorola Solutions, Inc. - Common Stock	82,765	$0	225,000	D

Explanation of Responses:

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

2. $467.4163 is the weighted average sales price. Prices for this transaction ranged from $467.00 to $467.865. 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. $466.4302 is the weighted average sales price. Prices for this transaction ranged from $465.92 to $466.87. 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. $465.1894 is the weighted average sales price. Prices for this transaction ranged from $464.92 to $465.81. 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.

5. $464.4132 is the weighted average sales price. Prices for this transaction ranged from $464.015 to $464.915. 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. $463.6325 is the weighted average sales price. Prices for this transaction ranged from $463.14 to $464.01. 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. $462.3512 is the weighted average sales price. Prices for this transaction ranged from $462.175 to $462.975. 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. $461.8004 is the weighted average sales price. Prices for this transaction ranged from $461.40 to $462.17. 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. $461.3063 is the weighted average sales price. Prices for this transaction ranged from $461.14 to $461.395. 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. $461.2575 is the weighted average sales price. Prices for this transaction ranged from $460.925 to $461.825. 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. 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.

12. $460.3827 is the weighted average sales price. Prices for this transaction ranged from $460.01 to $460.855. 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. $459.5938 is the weighted average sales price. Prices for this transaction ranged from $459.09 to $459.99. 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.

14. $458.6945 is the weighted average sales price. Prices for this transaction ranged from $458.185 to $459.075. 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.

15. $457.7629 is the weighted average sales price. Prices for this transaction ranged from $457.49 to $458.03. 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.

16. $461.4384 is the weighted average sales price. Prices for this transaction ranged from $461.025 to $461.925. 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.

17. 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.

18. $460.4406 is the weighted average sales price. Prices for this transaction ranged from $460.11 to $461.01. 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.

19. $459.6868 is the weighted average sales price. Prices for this transaction ranged from $459.21 to $460.105. 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.

20. $458.7819 is the weighted average sales price. Prices for this transaction ranged from $458.29 to $459.195. 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.

21. $457.9473 is the weighted average sales price. Prices for this transaction ranged from $457.48 to $458.245. 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.

22. 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.

23. 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.

24. These performance based stock options vested on March 10, 2019, upon the attainment of the satisfaction of certain financial performance objectives.

Remarks:

	Kristin L. Kruska, on behalf of Gregory Q. Brown, Chairman and Chief Executive Officer (Power of Attorney on File)	08/18/2025
	** 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.
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FAQ

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

The Form 4 reports a Code M acquisition of 82,765 shares via performance-option conversion at $71.22 and multiple open-market sales on 08/14/2025–08/15/2025 totaling tens of thousands of shares at weighted-average prices between $457.76 and $467.42.

How many derivative securities does the filing show after the transactions?

Table II reports 225,000 derivative securities beneficially owned following the reported transactions.

Are any shares held indirectly by trusts according to the filing?

Yes. The filing discloses multiple indirect holdings: shares held in a non-exempt gift trust for the reporting person’s child, an irrevocable trust for the benefit of his wife and children, and a family trust for his children, with trustee identities noted.

What price ranges were reported for the open-market sales?

The explanatory section lists weighted-average sale prices for transactions ranging from about $457.49 up to $467.865, with per-transaction weighted averages between roughly $457.76 and $467.42.

Who signed the Form 4 on behalf of Gregory Q. Brown?

Kristin L. Kruska signed on behalf of Gregory Q. Brown under power of attorney, with a signature date of 08/18/2025.