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).
1. Name and Address of Reporting Person*
GAGNIER HUGH K

(Last) (First) (Middle)
C/O ZEBRA TECHNOLOGIES CORPORATION
3 OVERLOOK POINT

(Street)
LINCOLNSHIRE IL 60069

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ZEBRA TECHNOLOGIES CORP [ ZBRA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, AIT
3. Date of Earliest Transaction (Month/Day/Year)
05/12/2016
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)
Code V Amount (A) or (D) Price
Class A Common Stock 39,988 D
Class A Common Stock 05/12/2016 A 6,846(1) A $51.42 46,834 D
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Right $41.57 (2) 05/05/2021 Class A Common Stock 4,687 4,687 D
Stock Appreciation Right $38.79 (3) 04/30/2022 Class A Common Stock 15,572 15,572 D
Stock Appreciation Right $46.07 (4) 05/03/2023 Class A Common Stock 9,775 9,775 D
Stock Appreciation Right $74.72 (5) 05/08/2024 Class A Common Stock 5,458 5,458 D
Stock Appreciation Right $108.2 (6) 05/15/2025 Class A Common Stock 4,619 4,619 D
Stock Appreciation Right $51.42 05/12/2016 A 8,854 (7) 05/12/2026 Class A Common Stock 8,854 $0.00 8,854 D
Explanation of Responses:
1. Restricted shares that will vest on May 12, 2019.
2. Of the stock appreciation right shares subject to this SAR, 3,129 shares vested on each of May 5, 2012, May 5, 2013, May 5, 2014 and May 5, 2015.
3. Of the stock appreciation right shares subject to this SAR, 3,893 shares vested on each of April 20, 2013, April 20, 2014 and April 20, 2015 and 3,893 shares vest on April 20, 2016.
4. Of the stock appreciation right shares subject to this SAR, 2,443 shares vested on May 3, 2014, 2,444 shares vested on May 3, 2015, 2,444 shares vest on May 3, 2016 and 2,444 shares vest on May 3, 2017.
5. Of the stock appreciation right shares subject to this SAR, 1,364 shares vest on May 8, 2016, 1,365 shares vest on May 8, 2017, 1,365 shares vest on May 8, 2018.
6. Of the stock appreciation right shares subject to this SAR, 1,154 shares vest on May 15, 2016, 1,155 shares vest on May 15, 2017, 1,155 shares vest on May 15, 2018 and 1,155 shares vest on May 15, 2019.
7. Of the stock appreciation right shares subject to this SAR, 2,213 shares will vest on May 12, 2017, 2,213 shares will vest on May 12, 2018, 2,214 shares will vest on May 12, 2019 and 2,214 shares will vest on May 12, 2020.
Remarks:
/s/ Jim L Kaput, Attorney-in-fact 05/16/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.