NIEWIARA JAMES A 4

What Happened
James A. Niewiara, Senior Vice President and General Counsel of Motorola Solutions (MSI), reported the vesting/conversion and payout of market stock units (MSUs) and related share dispositions. The filing (period 2026-03-12; filed 2026-03-16) shows:

• Grant/award reported as 1,682 MSUs on 2026-03-12 (derivative).
• On 2026-03-13: conversion/receipt of 533 shares at $0 and disposition of 494 shares at $0.
• On 2026-03-14: conversion/receipt of 705 shares at $0 and disposition of 504 shares at $0.
  All transactions are reported at $0 because these are conversions/payouts of MSUs (not open‑market cash purchases or sales).

Key Details

• Transaction dates/prices: 3/12/2026 (award, 1,682 MSUs); 3/13/2026 (533 acquired / 494 disposed) ; 3/14/2026 (705 acquired / 504 disposed). All reported at $0.
• Net counts reported on these lines: 1,238 shares acquired (533 + 705) and 998 shares disposed (494 + 504).
• Footnotes: first tranche vesting/payout referenced (494 vested → 533 paid, includes 39 shares above target) and second tranche (504 vested → 705 paid, includes 201 shares above target). MSUs convert 1-for-1 but payout varies 0–200% based on share‑price performance; vesting is one‑third each year with a 60% price threshold.
• Shares owned after transaction: not included in the provided excerpt.
• Timeliness: Report filed 2026-03-16 for transactions in mid‑March 2026; appears timely under standard Form 4 filing rules.

Context
MSUs are time‑ and performance‑based awards that convert into common shares (reported here as $0 conversions). The filing shows both the vesting/payout of MSU tranches and simultaneous disposals (the filing ties the disposed amounts to the vesting/payout footnotes). Disposals at $0 in MSU reports commonly reflect shares surrendered/retired to satisfy withholding or similar administrative requirements, though the form excerpt does not state the exact method. This is routine insider compensation reporting rather than an open‑market buy or sell decision.