BROWN GREGORY Q 4

What Happened

• Gregory Q. Brown, Chairman and CEO of Motorola Solutions (MSI), had performance-based awards and options vest/convert on March 9, 2026 and the filing shows both acquisitions and share dispositions to satisfy tax obligations.
• Transactions reported: 94,246 shares issued from vested performance-based stock options (no cash paid); 12,715 shares issued from a market stock unit (MSU) payout (1-for-1 conversion); 20,635.39 shares and 6,147.70 shares were disposed/withheld at $458.03 per share to satisfy tax withholding (proceeds reported $9,451,628 and $2,815,831 respectively). The filing also lists 7,350 derivative shares as disposed (reported $0). Total cash reported from withheld/share dispositions ≈ $12,267,459.

Key Details

• Transaction date(s): March 9, 2026; Form 4 filed March 11, 2026 (timely filing).
• Prices and values: Withheld/disposed shares priced at $458.03; amounts withheld: $9,451,628 and $2,815,831 (total ≈ $12.27M). Acquisitions recorded at $0 (derivative vesting/conversion).
• Shares reported acquired: 94,246 (vested performance options) + 12,715 (MSU payout) = 106,961 shares issued.
• Shares reported disposed/withheld: 20,635.39 + 6,147.70 = 26,783.09 shares withheld to satisfy taxes; plus 7,350 derivative shares listed as disposed in the filing.
• Notable footnotes: tax withholding on settlement (F1); MSU payout at 173% of target for the tranche (F3); 94,246 options vested based on performance (F11); MSU vesting/conversion mechanics and vesting schedule noted (F9, F10).
• Shares owned after the transactions: not specified in the portions of the filing provided here.

Context

• These disposals appear to be share withholding to satisfy tax obligations on vesting/settlement (common practice), not necessarily an open-market sale signaling intent to liquidate.
• The filing includes both option/award vesting and MSU payout mechanics (MSUs can pay out up to 200% of target based on share-price metrics). The MSU tranche in this filing paid at 173% of target per the footnote.
• For retail investors: awards vesting and tax-withholding disposals are routine following performance-based vesting; purchases would be a stronger bullish signal than routine tax-related sales.