SAPTHARISHI MAHESH 4
4 · Motorola Solutions, Inc. · Filed Mar 11, 2026
Research Summary
AI-generated summary of this filing
Motorola Solutions (MSI) EVP/CTO Saptharishi Mahesh Exercises Options
What Happened
- Saptharishi Mahesh, EVP and CTO of Motorola Solutions, had multiple equity events on March 9, 2026: performance-based stock options vested and market stock units (MSUs) converted/paid out. He acquired 19,038 shares from vested performance-based options and received MSU-related shares (2,567 acquired, 1,484 converted/disposed). To satisfy tax withholding obligations, the company withheld/disposed a total of 5,400.88 shares at $458.03 per share, generating about $2,473,765 in proceeds.
- These were not open-market purchases or discretionary sales by the insider; they reflect awards vesting/conversion and routine withholding to cover taxes.
Key Details
- Transaction date: March 9, 2026 (Form 4 filed March 11, 2026 — timely filing).
- Major line items reported:
- A (Award): 19,038 shares acquired (vested performance-based options; F7).
- M (Exercise/Conversion): 2,567 shares acquired (MSU payout; F3).
- M (Exercise/Conversion): 1,484 shares converted and reported as disposed (part of MSU vesting; F3).
- F (Tax withholding): 4,159.73 shares withheld at $458.03 → $1,905,281 (to satisfy tax withholding on PSUs; F1).
- F (Tax withholding): 1,241.15 shares withheld at $458.03 → $568,484 (also for tax withholding).
- Total shares withheld/disposed for taxes: 5,400.88 shares for ~$2.47M.
- Shares owned after the transactions: not specified in the provided report.
- Transaction codes: A = award/grant, M = exercise/conversion of derivative, F = shares withheld to cover tax liability.
- Notes from footnotes: MSU payout included a 173% payout factor on the March 9, 2023 grant (F3, F5-F6); the 19,038 options vested based on meeting performance objectives (F7).
Context
- These events are largely administrative: options and MSUs vested/converted and some shares were withheld to meet tax obligations. That withholding is routine and is not the same as an open-market sale for cash by the insider.
- For retail investors: vesting/award receipts increase the insider’s exposure to company stock, while withholding is a standard tax-related disposal and not an indicator of a deliberate sell decision.
Insider Transaction Report
Form 4
SAPTHARISHI MAHESH
EVP and CTO
Transactions
- Tax Payment
Motorola Solutions, Inc. - Common Stock
[F1][F2]2026-03-09$458.03/sh−4,159.73$1,905,281→ 28,176.92 total - Exercise/Conversion
Motorola Solutions, Inc. - Common Stock
[F3][F2]2026-03-09+2,567→ 30,743.92 total - Tax Payment
Motorola Solutions, Inc. - Common Stock
[F2]2026-03-09$458.03/sh−1,241.15$568,484→ 29,502.77 total - Exercise/Conversion
Market Stock Units
[F5][F6]2026-03-09−1,484→ 0 total→ Motorola Solutions, Inc. - Common Stock (1,484 underlying) - Award
Performance Options
[F7]2026-03-09+19,038→ 19,038 totalExercise: $265.18Exp: 2033-03-09→ Motorola Solutions, Inc. - Common Stock (19,038 underlying)
Holdings
- 15.63(indirect: By 401(k))
Motorola Solutions, Inc. - Common Stock
[F4]
Footnotes (7)
- [F1]Represents the shares withheld by the Company to satisfy the tax withholding requirement upon settlement (on March 9, 2026 per the award terms) of performance stock units, which were determined to be earned on February 25, 2026 based on performance results for the applicable performance period, as previously reported on a Form 4 as of February 27, 2026.
- [F2]Includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan, and through the reinvestment of dividends.
- [F3]Represents the vesting (1,484) and payout (2,567) of the third tranche (1/3) of the market stock units (MSU) granted on March 9, 2023 at 173% payout factor and such payment includes 1,083 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, providedthat 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.
- [F7]Represents the vesting of performance based stock options granted to the reporting person on March 9, 2023 that were eligible to vest on the third anniversary date of the grant or March 9, 2026 based on the satisfaction of certain financial performance objectives. On March 9, 2026, the Company determined that, based on the Company's performance over the applicable performance period, 19,038 options would vest.
Signature
Lauren E. Henderson, on behalf of Mahesh Saptharishi, Executive Vice President and Chief Technology Officer (Power of Attorney on File)|2026-03-11