Motorola Solutions, Inc. — Director's Dealing 2021

Feb 12, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Motorola Solutions, Inc. (MSI)
CIK: 0000068505
Period of Report: 2021-02-10

Reporting Person: BROWN GREGORY Q (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-02-10	Motorola Solutions, Inc. - Common Stock	M	100000	$38.04	Acquired	145576.2816	Direct
2021-02-10	Motorola Solutions, Inc. - Common Stock	D	20774	$183.12	Disposed	124802.2816	Direct
2021-02-10	Motorola Solutions, Inc. - Common Stock	S	55840	$183.9863	Disposed	68962.2816	Direct
2021-02-10	Motorola Solutions, Inc. - Common Stock	S	22606	$183.1732	Disposed	46356.2816	Direct
2021-02-10	Motorola Solutions, Inc. - Common Stock	S	780	$182.5233	Disposed	45576.2816	Direct
2021-02-11	Motorola Solutions, Inc. - Common Stock	M	100000	$38.04	Acquired	145576.2816	Direct
2021-02-11	Motorola Solutions, Inc. - Common Stock	D	20751	$183.32	Disposed	124825.2816	Direct
2021-02-11	Motorola Solutions, Inc. - Common Stock	S	2488	$183.9105	Disposed	122337.2816	Direct
2021-02-11	Motorola Solutions, Inc. - Common Stock	S	32743	$182.3692	Disposed	89594.2816	Direct
2021-02-11	Motorola Solutions, Inc. - Common Stock	S	43052	$181.6654	Disposed	46542.2816	Direct
2021-02-11	Motorola Solutions, Inc. - Common Stock	S	966	$181.2424	Disposed	45576.2816	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-02-10	Stock Appreciation Right	$38.04	M	100000	Disposed	2021-02-22	Motorola Solutions, Inc. - Common Stock (100000)	Direct
2021-02-11	Stock Appreciation Right	$38.04	M	100000	Disposed	2021-02-22	Motorola Solutions, Inc. - Common Stock (100000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Motorola Solutions, Inc. - Common Stock	2220	Indirect
Motorola Solutions, Inc. - Common Stock	81000	Indirect
Motorola Solutions, Inc. - Common Stock	78780	Indirect
Motorola Solutions, Inc. - Common Stock	24719	Indirect
Motorola Solutions, Inc. - Common Stock	22517	Indirect
Motorola Solutions, Inc. - Common Stock	41489	Indirect
Motorola Solutions, Inc. - Common Stock	104597	Indirect
Motorola Solutions, Inc. - Common Stock	28817	Indirect

Footnotes

F1: The exercise of these stock appreciation rights and sale of shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 17, 2020.

F2: Includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan and through the reinvestment of dividends.

F3: This represents the difference between the number of SARs exercised (100,000) and the number of shares issued as a result of the exercise (79,226). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date the SAR is exercised ($183.12) and the base price ($38.04).

F4: $183.9863 is the weighted average sales price. Prices for this transaction ranged from $183.51 to $184.39. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F5: $183.1732 is the weighted average sales price. Prices for this transaction ranged from $182.63 to $183.45. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F6: $182.5233 is the weighted average sales price. Prices for this transaction ranged from $182.52 to $182.54. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F7: This represents the difference between the number of SARs exercised (100,000) and the number of shares issued as a result of the exercise (79,249). The number of shares to be issued under a SAR exercise is determined by multiplying the number of SARs being exercised by the difference between the FMV on the date the SAR is exercised ($183.32) and the base price ($38.04).

F8: $183.9105 is the weighted average sales price. Prices for this transaction ranged from $183.15 to $183.97. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F9: $182.3692 is the weighted average sales price. Prices for this transaction ranged from $182.05 to $182.93. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F10: $181.6654 is the weighted average sales price. Prices for this transaction ranged from $181.31 to $182.02. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F11: $181.2424 is the weighted average sales price. Prices for this transaction ranged from $181.03 to $181.27. The reporting person undertakes to provide upon request by the Commission staff, the issuer or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F12: 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.

F13: These shares are held in a family trust for the benefit of the reporting person's children. The reporting person is trustee of this trust.

F14: 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.

F15: 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.

F16: The stock appreciation rights vested in three equal annual installments beginning on February 22, 2012.