BROWN GREGORY Q 4
4 · Motorola Solutions, Inc. · Filed Mar 16, 2026
Research Summary
AI-generated summary of this filing
Motorola (MSI) CEO Gregory Q. Brown Converts MSUs, Sells Shares to Cover Taxes
What Happened
- Gregory Q. Brown, Chairman and CEO of Motorola Solutions (MSI), had market stock units (MSUs) vest and convert into common stock and sold a portion of the shares to cover tax withholding.
- Details: on 2026-03-13 Brown received a payout of 7,300 shares (first tranche payout) and had 3,529.55 shares sold at $473.12 each to cover taxes ($1,669,901). On 2026-03-14 he received 8,961 shares (second tranche payout) and had 4,332.64 shares sold at $473.12 each to cover taxes ($2,049,859). Total proceeds from the tax-withholding sales ≈ $3,719,760. The filing also reports a grant of 19,273 MSUs (derivative award) reported 2026-03-12.
Key Details
- Transaction dates and amounts:
- 2026-03-13: MSU conversion/payout (M) — 7,300 shares acquired; 3,529.55 shares disposed (F) at $473.12 → $1,669,901.
- 2026-03-14: MSU conversion/payout (M) — 8,961 shares acquired; 4,332.64 shares disposed (F) at $473.12 → $2,049,859.
- 2026-03-12: Grant (A) — 19,273 MSUs awarded (reported as derivative).
- Total reported proceeds from share disposals to cover tax liabilities: ≈ $3.72M.
- Shares owned after the transactions are not specified in the provided excerpt of the filing.
- Notable footnotes: the 3/13 payout reflects a 108% payout factor (included 540 shares above target); the 3/14 payout reflects a 140% payout factor (included 2,560 shares above target). MSUs vest one‑third on each anniversary and convert based on the grant/vesting price comparison (0–200% payout).
- Transaction types: M = exercise/conversion of derivative (MSU conversion), F = payment of tax liability (shares sold for tax withholding).
- Filing timeliness: the Form 4 was filed 2026-03-16 for activity around 2026-03-12–14 and was marked late.
Context
- MSUs convert into shares (reported 1-for-1 subject to payout factor). The F-coded disposals are routine share-withholdings/sales to satisfy tax withholding and do not necessarily indicate a directional view on the stock.
- Zero-dollar lines reflect conversion/exercise of derivative awards (not an open-market purchase or sale at market price). Routine tax-withholding sales are common after equity award vesting.
Insider Transaction Report
Form 4
BROWN GREGORY Q
DirectorChairman and CEO
Transactions
- Exercise/Conversion
Motorola Solutions, Inc. - Common Stock
[F1][F2]2026-03-13+7,300→ 83,952.64 total - Tax Payment
Motorola Solutions, Inc. - Common Stock
[F2]2026-03-13$473.12/sh−3,529.55$1,669,901→ 80,423.09 total - Exercise/Conversion
Motorola Solutions, Inc. - Common Stock
[F3][F2]2026-03-14+8,961→ 89,384.09 total - Tax Payment
Motorola Solutions, Inc. - Common Stock
[F2]2026-03-14$473.12/sh−4,332.64$2,049,859→ 85,051.45 total - Award
Market Stock Units
[F9][F10]2026-03-12+19,273→ 19,273 total→ Motorola Solutions, Inc. - Common Stock (19,273 underlying) - Exercise/Conversion
Market Stock Units
[F9][F10]2026-03-13−6,760→ 13,519 total→ Motorola Solutions, Inc. - Common Stock (6,760 underlying) - Exercise/Conversion
Market Stock Units
[F9][F10]2026-03-14−6,401→ 6,400 total→ Motorola Solutions, Inc. - Common Stock (6,401 underlying)
Holdings
- 6.13(indirect: By 401(k))
Motorola Solutions, Inc. - Common Stock
[F4] - 2,220(indirect: By Spouse)
Motorola Solutions, Inc. - Common Stock
- 81,000(indirect: By Trust)
Motorola Solutions, Inc. - Common Stock
[F5] - 21,580(indirect: By Trust)
Motorola Solutions, Inc. - Common Stock
[F6] - 14,343(indirect: By Trust)
Motorola Solutions, Inc. - Common Stock
[F7] - 13,246(indirect: By Trust)
Motorola Solutions, Inc. - Common Stock
[F8] - 62,004(indirect: By Trust)
Motorola Solutions, Inc. - Common Stock
- 120,500(indirect: By Trust)
Motorola Solutions, Inc. - Common Stock
Footnotes (10)
- [F1]Represents the vesting (6,760) and payout (7,300) of the first tranche (1/3) of the market stock units (MSU) granted on March 13, 2025 at 108% payout factor and such payment includes 540 shares which were above the target number of shares originally reported.
- [F10]One third of the MSU award will vest on each of the first, second and third anniversaries of the date of grant and will be converted into shares of common stock based on a payout factor, provided that the MSUs will only vest if the Share Price on the Vesting Date equals at least 60% of the Share Price on the Date of Grant.
- [F2]Includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan and through the reinvestment of dividends.
- [F3]Represents the vesting (6,401) and payout (8,961) of the second tranche (1/3) of the market stock units (MSU) granted on March 14, 2024 at 140% payout factor and such payment includes 2,560 shares which were above the target number of shares originally reported.
- [F4]Based on plan statement as of March 2, 2026.
- [F5]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.
- [F6]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
- [F7]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.
- [F8]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.
- [F9]Each market stock unit ("MSU") converts into shares of common stock on a 1-for-1 basis but the number of MSUs earned varies from 0% to 200% of the target number of MSUs based on the average of the closing price of the Company's common stock on the date of grant and the thirty calendar days immediately preceding the date of grant (referred to as Share Price on Date of Grant) as compared to the closing share price of the Company's common stock on the vesting date and the thirty calendar days immediately preceding the vesting date (referred to as Share Price on Vesting Date). The target number of MSUs is reported in this Report.
Signature
Lauren E. Henderson, on behalf of Gregory Q. Brown, Chairman and Chief Executive Officer (Power of Attorney on File)|2026-03-16