Motorola Solutions, Inc. — Director's Dealing 2024

Feb 16, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Motorola Solutions, Inc. (MSI)
CIK: 0000068505
Period of Report: 2024-02-14

Reporting Person: SLAA (GP), L.L.C. (N/A)
Reporting Person: SLA CM Maverick Holdings, L.P. (N/A)
Reporting Person: SLA CM GP, L.L.C. (N/A)
Reporting Person: SL Alpine Aggregator GP, L.L.C. (N/A)
Reporting Person: Silver Lake Alpine Associates, L.P. (N/A)
Reporting Person: Silver Lake Group, L.L.C. (N/A)
Reporting Person: Durban Egon (N/A)
Reporting Person: Mondre Greg (N/A)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-02-14	1.75% Convertible Senior Notes due 2024	$200.63	S		Disposed		Common Stock (4984300)	Indirect

Footnotes

F1: This Form 4 is filed by SLA CM Maverick Holdings, L.P. ("SLA CM Maverick"), SLA CM GP, L.L.C. ("SLA CM GP"), SL Alpine Aggregator GP, L.L.C. ("SLA CM LLC"), Silver Lake Alpine Associates, L.P. ("SLAA"), SLAA (GP), L.L.C. ("SLAA GP"), Silver Lake Group, L.L.C. ("SLG" and collectively with SLA CM Maverick, SLA CM GP, SLA CM LLC, SLAA and SLAA GP, "Silver Lake") and Messrs. Egon Durban and Gregory Mondre. SLA CM GP is the general partner of SLA CM Maverick. SLA CM LLC is the sole member of SLA CM GP. SLAA is the managing member of SLA CM LLC. SLAA GP is the general partner of SLAA. SLG is the managing member of SLAA GP. Messrs. Durban and Mondre serve as members of the board of directors of Motorola Solutions, Inc. (the "Issuer") and as managing members of SLG. Each of SLA CM Maverick, SLA CM GP, SLA CM LLC, SLAA, SLAA GP and SLG may have been deemed to be a director by deputization of the Issuer.

F2: Represents the approximate conversion price of the Issuer's 1.75% Convertible Senior Notes due 2024 (the "2024 Convertible Notes"), based on the conversion rates calculated pursuant to the indenture governing the 2024 Convertible Notes.

F3: On February 14, 2024, SLA CM Maverick and the Issuer entered into a Convertible Notes Purchase Agreement pursuant to which the Issuer purchased $1 billion principal amount of 2024 Convertible Notes from SLA CM Maverick for cash consideration of $1,592,706,400. The number of shares of common stock of the Issuer ("Common Stock") underlying the $1 billion principal amount of 2024 Convertible Notes sold to the Issuer was approximately 4,984,300, based on the current conversion rate of 4.9843 shares of Common Stock, and cash in lieu of fractional shares of Common Stock, per $1,000 principal amount of 2024 Convertible Notes, as calculated pursuant to the terms of the indenture governing the 2024 Notes.

F4: In accordance with an Investment Agreement with the Issuer, dated September 5, 2019, SLA CM Maverick was restricted from converting the 2024 Convertible Notes prior to September 5, 2021.

F5: The 2024 Convertible Notes mature on September 15, 2024, subject to earlier repurchase or conversion in accordance with their terms.

F6: This number represents the number of shares of Common Stock issuable upon conversion of the $1 billion principal amount of the 2024 Convertible Notes if the Issuer were to elect to settle its conversion obligation solely through shares of Common Stock by delivering a number of shares of Common Stock at the conversion rate of 4.9843 shares of Common Stock, and cash in lieu of fractional shares of Common Stock, per $1,000 principal amount of 2024 Convertible Notes. The conversion rate was subject to adjustment from time to time upon the occurrence of certain customary events in accordance with the terms of an indenture governing the 2024 Convertible Notes.