Zebra Technologies (ZBRA) CMO reports 841-share performance grant in Form 4

Rhea-AI Filing Summary

Zebra Technologies’ Chief Marketing Officer reports new equity grant. On February 3, 2026, Robert John Armstrong Jr received 841 shares of Class A Common Stock at a price of $0, stemming from a performance-based restricted stock (PVRS) award granted on May 4, 2023.

The three-year performance period for this PVRS ended on December 31, 2025, and the final share number was determined on February 3, 2026. The PVRS is scheduled to vest on May 4, 2026. After this transaction, Armstrong directly beneficially owned 6,053 Class A Common shares. He also directly holds stock appreciation rights tied to 166 and 198 underlying Class A shares, which became exercisable in four equal annual installments starting in 2020 and 2021, respectively.

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^*

Armstrong Robert John Jr

(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 Marketing Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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								5,212	D
Class A Common Stock	02/03/2026		A		841(1)	A	$0	6,053	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							(2)	05/02/2026	Class A Common Stock	166		166	D
Stock Appreciation Right	$244.97							(3)	04/30/2027	Class A Common Stock	198		198	D

Explanation of Responses:

1. Previously unreportable performance-based restricted stock (PVRS) granted on May 4, 2023, with a three-year performance period ended December 31, 2025. The number of shares to result from this PVRS grant was determined on February 3, 2026, and the PVRS will vest on May 4, 2026.

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

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

Remarks:

	/s/ Cristen Kogl, Attorney-In-Fact	02/05/2026
	** 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).
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 did Zebra Technologies (ZBRA) disclose about its CMO in this Form 4?

Zebra Technologies reported that Chief Marketing Officer Robert John Armstrong Jr received 841 shares of Class A Common Stock on February 3, 2026, at $0 per share, from a performance-based restricted stock award whose performance period ended December 31, 2025, with vesting scheduled for May 4, 2026.

How many Zebra Technologies (ZBRA) shares does the CMO own after this transaction?

After the February 3, 2026 transaction, Chief Marketing Officer Robert John Armstrong Jr directly beneficially owned 6,053 shares of Zebra Technologies Class A Common Stock. This total includes the 841 shares issued from a performance-based restricted stock grant determined at the end of a three-year performance period.

What is the nature of the 841 Zebra (ZBRA) shares reported in the Form 4?

The 841 Zebra Technologies Class A Common shares represent performance-based restricted stock (PVRS) granted on May 4, 2023. The award’s three-year performance period ended December 31, 2025, the resulting share amount was set on February 3, 2026, and the PVRS is scheduled to vest on May 4, 2026.

What stock appreciation rights does the Zebra (ZBRA) CMO hold according to this filing?

The filing shows Robert John Armstrong Jr directly holding stock appreciation rights linked to 166 and 198 Zebra Technologies Class A Common shares. These rights became exercisable in four equal annual installments beginning on May 2, 2020, and April 30, 2021, respectively, and remain beneficially owned.

Does the Zebra Technologies (ZBRA) Form 4 indicate any stock sales by the CMO?

This Form 4 reports an acquisition of 841 Class A Common shares at $0 per share and updated holdings but does not list any dispositions. The main reported change is from a performance-based restricted stock grant, increasing direct beneficial ownership to 6,053 Zebra Technologies Class A shares.