Motorola Solutions, Inc.·4

Mar 16, 4:17 PM ET

YAZDI CYNTHIA 4

4 · Motorola Solutions, Inc. · Filed Mar 16, 2026

Research Summary

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Motorola Solutions (MSI) SVP Cynthia Yazdi Exercises MSUs, Shares Withheld

What Happened

  • Cynthia Yazdi, SVP and Chief of Staff to the Chairman & CEO of Motorola Solutions, converted market stock units (MSUs) into company shares in mid‑March 2026. On 2026-03-13 she converted 520 MSU shares and on 2026-03-14 she converted 725 MSU shares (total converted = 1,245 shares). To satisfy tax withholding obligations, 226.72 shares were withheld on 3/13 (valued at $107,266) and 316.10 shares were withheld on 3/14 (valued at $149,553), for a combined withholding of 542.82 shares worth approximately $256,819. The Form 4 also reports a grant of 1,314 target MSUs on 2026-03-12 (derivative award).

Key Details

  • Transaction dates: conversions on 2026-03-13 and 2026-03-14; Form 4 filed 2026-03-16 (appears timely).
  • Prices reported for tax withholding: $473.12 per share (used to calculate withholding value).
  • Withheld (disposed) shares: 226.72 (3/13) and 316.10 (3/14) — total 542.82 shares; total withholding value ≈ $256,819.
  • Conversions/awards reported as derivatives (MSUs) with $0 exercise price reported (MSUs convert 1-for-1 to common stock).
  • Footnotes: first tranche (vest/payout) from 3/13/2025 paid at 108% (includes 38 excess shares); second tranche from 3/14/2024 paid at 140% (includes 207 excess shares). MSUs vest one‑third each year and payout varies 0–200% based on share‑price performance; withholding was per plan.
  • Shares owned after the transactions are not specified in the provided filing.

Context

  • These were not open‑market purchases or discretionary sales: they were MSU vesting/conversions and routine share withholding to cover tax liabilities (cashless tax withholding). MSUs convert into shares on a 1:1 basis but the actual payout can be above target per the plan formulas noted in the footnotes. Such withholding is a standard administrative step and does not necessarily indicate a change in insider sentiment.

Insider Transaction Report

Form 4
Period: 2026-03-12
YAZDI CYNTHIA
SVP, COS to the Chairman & CEO
Transactions
  • Exercise/Conversion

    Motorola Solutions, Inc. - Common Stock

    [F1][F2]
    2026-03-13+5209,382.34 total
  • Tax Payment

    Motorola Solutions, Inc. - Common Stock

    [F2]
    2026-03-13$473.12/sh226.72$107,2669,155.62 total
  • Exercise/Conversion

    Motorola Solutions, Inc. - Common Stock

    [F3][F2]
    2026-03-14+7259,880.62 total
  • Tax Payment

    Motorola Solutions, Inc. - Common Stock

    [F2]
    2026-03-14$473.12/sh316.1$149,5539,564.52 total
  • Award

    Market Stock Units

    [F5][F6]
    2026-03-12+1,3141,314 total
    Motorola Solutions, Inc. - Common Stock (1,314 underlying)
  • Exercise/Conversion

    Market Stock Units

    [F5][F6]
    2026-03-13482963 total
    Motorola Solutions, Inc. - Common Stock (482 underlying)
  • Exercise/Conversion

    Market Stock Units

    [F5][F6]
    2026-03-14518517 total
    Motorola Solutions, Inc. - Common Stock (518 underlying)
Holdings
  • Motorola Solutions, Inc. - Common Stock

    [F4]
    (indirect: By 401(k))
    9.73
Footnotes (6)
  • [F1]Represents the vesting (482) and payout (520) 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 38 shares which were above the target number of shares originally reported.
  • [F2]Includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan, and through the reinvestment of dividends.
  • [F3]Represents the vesting (518) and payout (725) 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 207 shares which were above the target number of shares originally reported.
  • [F4]Based on plan statement as of March 2, 2026.
  • [F5]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.
  • [F6]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.
Signature
Lauren E. Henderson, on behalf of Cynthia M. Yazdi, Senior Vice President, Chief of Staff to the Chairman and CEO (Power of Attorney on File)|2026-03-16

Documents

1 file
  • 4
    wk-form4_1773692275.xmlPrimary

    FORM 4