SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

BROWN GREGORY Q

(Last)

(First)

(Middle)

MOTOROLA SOLUTIONS, INC.

500 WEST MONROE ST.

(Street)

CHICAGO

60661

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Motorola Solutions, Inc. [ MSI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chairman and CEO

3. Date of Earliest Transaction (Month/Day/Year)
11/06/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Motorola Solutions, Inc. - Common Stock	11/06/2023		M		65,000	A	$66.43	127,105.2371⁽¹⁾	D
Motorola Solutions, Inc. - Common Stock	11/06/2023		S		11,418	D	$304.5713⁽²⁾	115,687.2371⁽¹⁾	D
Motorola Solutions, Inc. - Common Stock	11/06/2023		S		24,545	D	$303.6023⁽³⁾	91,142.2371⁽¹⁾	D
Motorola Solutions, Inc. - Common Stock	11/06/2023		S		24,287	D	$302.8357⁽⁴⁾	66,855.2371⁽¹⁾	D
Motorola Solutions, Inc. - Common Stock	11/06/2023		S		3,750	D	$301.9967⁽⁵⁾	63,105.2371⁽¹⁾	D
Motorola Solutions, Inc. - Common Stock	11/06/2023		S		1,000	D	$301.272⁽⁶⁾	62,105.2371⁽¹⁾	D
Motorola Solutions, Inc. - Common Stock	11/07/2023		M		65,000	A	$66.43	127,105.2371⁽¹⁾	D
Motorola Solutions, Inc. - Common Stock	11/07/2023		S		5,911	D	$306.0735⁽⁷⁾	121,194.2371⁽¹⁾	D
Motorola Solutions, Inc. - Common Stock	11/07/2023		S		49,175	D	$305.2965⁽⁸⁾	72,019.2371⁽¹⁾	D
Motorola Solutions, Inc. - Common Stock	11/07/2023		S		9,914	D	$304.6696⁽⁹⁾	62,105.2371⁽¹⁾	D
Motorola Solutions, Inc. - Common Stock								2,220	I	Held by wife
Motorola Solutions, Inc. - Common Stock								81,000⁽¹⁰⁾	I	By Trust
Motorola Solutions, Inc. - Common Stock								53,180⁽¹¹⁾	I	By Trust
Motorola Solutions, Inc. - Common Stock								18,313⁽¹²⁾	I	By Trust
Motorola Solutions, Inc. - Common Stock								17,214⁽¹³⁾	I	By Trust
Motorola Solutions, Inc. - Common Stock								64,102	I	2022-1 Grantor Retained Annuity Trust, reporting person is the Trustee
Motorola Solutions Inc. - Common Stock								85,435	I	2023-1 Grantor Retained Annuity Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option - Right to Buy	$66.43	11/06/2023		M			65,000	⁽¹⁴⁾	03/10/2024	Motorola Solutions, Inc. - Common Stock	65,000	$0	135,000	D
Employee Stock Option - Right to Buy	$66.43	11/07/2023		M			65,000	⁽¹⁴⁾	03/10/2024	Motorola Solutions, Inc. - Common Stock	65,000	$0	70,000	D

Explanation of Responses:

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

2. $304.5713 is the weighted average sales price. Prices for this transaction ranged from $304.19 to $305.09. 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.

3. $303.6023 is the weighted average sales price. Prices for this transaction ranged from $303.24 to $304.13. 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.

4. $302.8357 is the weighted average sales price. Prices for this transaction ranged from $302.33 to $303.22. 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.

5. $301.9967 is the weighted average sales price. Prices for this transaction ranged from $301.42 to $302.31. 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.

6. $301.2720 is the weighted average sales price. Prices for this transaction ranged from $301.02 to $301.40. 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.

7. $306.0735 is the weighted average sales price. Prices for this transaction ranged from $305.83 to $306.71. 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.

8. $305.2965 is the weighted average sales price. Prices for this transaction ranged from $304.90 to $305.80. 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.

9. $304.6696 is the weighted average sales price. Prices for this transaction ranged from $304.36 to $304.899. 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.

10. 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.

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

12. 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.

13. 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.

14. These options vested upon the later of: (a) the date on which the average closing price of Company common stock for any fifteen consecutive trading days was 115% or greater than the average closing price of Company common stock for the fifteen trading days immediately preceding the date of grant on March 10, 2014 (which was met as of August 26, 2016); and (b) in three equal installments on the first, second and third anniversary of the grant date.

	Lauren E. Henderson, on behalf of Gregory Q. Brown, Chairman and Chief Executive Officer (Power of Attorney on File)	11/08/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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