Zebra Technologies (ZBRA) CFO receives 7,771-share award and settles taxes

Rhea-AI Filing Summary

Zebra Technologies Chief Financial Officer Nathan Andrew Winters reported several equity compensation moves in early March 2026. On March 3, 2026, he acquired 7,771 shares of Class A Common Stock as a grant or award at no cost, bringing his direct holdings to 27,275 shares.

He also exercised 315 stock appreciation rights on March 5, 2026, receiving 33 shares of Class A Common Stock at $205.12 per share. To cover tax obligations, he disposed of 812 shares at $231.42 on March 4, 2026 and 16 shares at $229.93 on March 5, 2026 via tax-withholding transactions. After these activities, he directly owned 26,480 Class A shares and 578 stock appreciation rights.

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

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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^*

Winters Nathan Andrew

(Last) (First) (Middle)

C/O ZEBRA TECHNOLOGIES CORPORATION

3 OVERLOOK POINT

(Street)

LINCOLNSHIRE IL 60069

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ZEBRA TECHNOLOGIES CORP [ ZBRA ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

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

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
Class A Common Stock								19,504	D
Class A Common Stock	03/03/2026		A		7,771	A	$0	27,275	D
Class A Common Stock	03/04/2026		F		812	D	$231.42	26,463	D
Class A Common Stock	03/05/2026		M		33	A	$205.12	26,496	D
Class A Common Stock	03/05/2026		F		16	D	$229.93	26,480	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
Stock Appreciation Right	$205.12	03/05/2026		M			315	(1)	05/02/2026	Class A Common Stock	315	$0	0	D
Stock Appreciation Right	$244.97							(2)	04/30/2027	Class A Common Stock	578		578	D

Explanation of Responses:

1. These stock appreciation rights became exercisable in four equal annual installments beginning on May 2, 2020.

2. These stock appreciation rights became exercisable in four equal annual installments beginning on April 30, 2021.

Remarks:

	/s/ Cristen Kogl, Attorney-In-Fact	03/05/2026
	** 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).
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FAQ

What insider transactions did ZBRA CFO Nathan Andrew Winters report?

Nathan Andrew Winters reported equity award, stock appreciation right exercise, and tax-withholding dispositions. He received 7,771 Class A shares as a grant, exercised 315 stock appreciation rights into 33 shares, and had shares withheld to satisfy tax obligations on recent awards.

How many Zebra Technologies (ZBRA) shares were granted to the CFO?

On March 3, 2026, the CFO acquired 7,771 shares of Zebra Technologies Class A Common Stock as a grant or award at no cost. This award increased his direct share ownership before subsequent tax-withholding transactions reduced the reported total.

What tax-withholding share dispositions did the ZBRA CFO report?

The CFO reported tax-withholding dispositions coded "F" of 812 shares at $231.42 on March 4, 2026 and 16 shares at $229.93 on March 5, 2026. These transactions satisfied tax obligations rather than representing open-market sales.

How many Zebra Technologies shares does the CFO own after these transactions?

Following the reported March 2026 transactions, Nathan Andrew Winters directly owned 26,480 shares of Zebra Technologies Class A Common Stock. This figure reflects the equity grant, stock appreciation right exercise, and subsequent tax-withholding share dispositions.

What stock appreciation right activity did Zebra Technologies disclose for its CFO?

Winters exercised 315 stock appreciation rights on March 5, 2026, receiving 33 Class A Common shares at $205.12 per share. Footnotes show these rights had vested in prior years, and 578 stock appreciation rights remained directly held afterward.

Were the ZBRA CFO’s share disposals open-market sales?

The reported disposals were tax-withholding transactions coded "F," used to pay exercise price or tax liabilities by delivering securities. This indicates they were not standard open-market sales but part of settling obligations tied to equity compensation events.