Motorola Solutions, Inc. — Director's Dealing 2019

Mar 12, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Motorola Solutions, Inc. (MSI)
CIK: 0000068505
Period of Report: 2019-03-08

Reporting Person: HACKER MARK S. (EVP, GC & Chief Admin Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-03-08	Motorola Solutions, Inc. - Common Stock	M	2033	—	Acquired	8080.2395	Direct
2019-03-08	Motorola Solutions, Inc. - Common Stock	F	591	$138.85	Disposed	7489.2395	Direct
2019-03-09	Motorola Solutions, Inc. - Common Stock	M	3493	—	Acquired	10982.2395	Direct
2019-03-09	Motorola Solutions, Inc. - Common Stock	F	993	$138.85	Disposed	9989.2395	Direct
2019-03-10	Motorola Solutions, Inc. - Common Stock	M	3776	—	Acquired	13765.2395	Direct
2019-03-10	Motorola Solutions, Inc. - Common Stock	F	1388	$138.85	Disposed	12377.2395	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-03-08	Market Stock Units	$	M	1552	Acquired		Motorola Solutions, Inc. - Common Stock (1552)	Direct
2019-03-09	Market Stock Units	$	M	2008	Acquired		Motorola Solutions, Inc. - Common Stock (2008)	Direct
2019-03-10	Market Stock Units	$	M	1888	Acquired		Motorola Solutions, Inc. - Common Stock (1888)	Direct
2019-03-10	Performance Option	$71.22	A	54712	Acquired	2026-03-10	Motorola Solutions, Inc. - Common Stock (54712)	Direct

Footnotes

F1: Represents the vesting (1,552) and payout (2,033) of the first tranche (1/3) of the market stock units (MSU) granted on March 8, 2018 at 131% payout factor and such payment includes 481 shares which were above the target number of shares originally reported.

F2: Includes shares acquired through the Motorola Solutions Employee Stock Purchase Plan.

F3: Represents the vesting (2,008) and payout (3,493) of the second tranche (1/3) of the market stock units (MSU) granted on March 9, 2017 at 174% payout factor and such payment includes 1,485 shares which were above the target number of shares originally reported.

F4: Represents the vesting (1,888) and payout (3,776) of the third tranche (1/3) of the market stock units (MSU) granted on March 10, 2016 at 200% payout factor and such payment includes 1,888 shares which were above the target number of shares originally reported.

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.

F7: Represents the vesting of performance based stock options granted to the reporting person on March 10, 2016 that were eligible to vest on the third anniversary date of the grant or March 10, 2019 based on the satisfaction of certain financial performance objectives. On March 10, 2019, the Company determined that, based on the Company's performance over the applicable performance period, 54,712 options would vest.