WINKLER JASON J 4
4 · Motorola Solutions, Inc. · Filed Mar 16, 2026
Research Summary
AI-generated summary of this filing
Motorola Solutions CFO Jason Winkler Exercises MSUs; Sells $635K
What Happened
- Jason J. Winkler, EVP and CFO of Motorola Solutions (MSI), had two tranches of market stock units (MSUs) vest and convert into common shares in mid‑March 2026. He received 1,267 shares (first tranche payout) and 1,764 shares (second tranche payout), a total of 3,031 shares issued on conversion. To satisfy tax-withholding obligations, 561.28 shares were sold on March 13, 2026 and 781.45 shares were sold on March 14, 2026 at $473.12 per share, generating total proceeds of $635,273. These sales are coded “F” (payment of exercise price or tax liability).
Key Details
- Transaction dates and amounts:
- March 12, 2026: Grant of 3,951 MSUs (reported as derivative award; target number).
- March 13, 2026: First tranche vested — 1,174 MSUs vested (derivative extinguished) and 1,267 shares paid out; 561.28 shares sold for tax withholding at $473.12 each ($265,553).
- March 14, 2026: Second tranche vested — 1,260 MSUs vested and 1,764 shares paid out; 781.45 shares sold for tax withholding at $473.12 each ($369,720).
- Total shares received from payouts: 3,031; total shares sold for taxes: ~1,343; net new shares retained ≈ 1,688.
- Total proceeds from withholding sales: $635,273 (both sales at $473.12/share).
- Footnotes: First tranche relates to MSUs granted March 13, 2025 (payout included 93 shares above target); second tranche relates to MSUs granted March 14, 2024 (payout included 504 shares above target). MSUs convert 1-for-1 but payout varies (0–200%) based on share‑price performance; vesting occurs in three annual tranches and requires a minimum share‑price threshold.
- Shares owned after the transactions are not specified in the excerpt of this filing.
Context
- These transactions are routine MSU vesting and tax-withholding sales (cashless withholding) rather than open-market discretionary sales. MSUs are performance-based restricted units; the filing shows conversion of vested MSUs into shares and sale of a portion to cover taxes. This is informational for shareholders but does not itself indicate the CFO’s directional view of the stock.
Insider Transaction Report
Form 4
WINKLER JASON J
EVP and CFO
Transactions
- Exercise/Conversion
Motorola Solutions, Inc. - Common Stock
[F1][F2]2026-03-13+1,267→ 20,278.32 total - Tax Payment
Motorola Solutions, Inc. - Common Stock
[F2]2026-03-13$473.12/sh−561.28$265,553→ 19,717.04 total - Exercise/Conversion
Motorola Solutions, Inc. - Common Stock
[F3][F2]2026-03-14+1,764→ 21,481.04 total - Tax Payment
Motorola Solutions, Inc. - Common Stock
[F2]2026-03-14$473.12/sh−781.45$369,720→ 20,699.59 total - Award
Market Stock Units
[F5][F6]2026-03-12+3,951→ 3,951 total→ Motorola Solutions, Inc. - Common Stock (3,951 underlying) - Exercise/Conversion
Market Stock Units
[F5][F6]2026-03-13−1,174→ 2,346 total→ Motorola Solutions, Inc. - Common Stock (1,174 underlying) - Exercise/Conversion
Market Stock Units
[F5][F6]2026-03-14−1,260→ 1,259 total→ Motorola Solutions, Inc. - Common Stock (1,260 underlying)
Holdings
- 13.28(indirect: By 401(k))
Motorola Solutions, Inc. - Common Stock
[F4]
Footnotes (6)
- [F1]Represents the vesting (1,174) and payout (1,267) of the first tranche (1/3) of the market stock units (MSU) granted on March 13, 2025 at 108% payout factor and such payment includes 93 shares which were above the target number of shares originally reported.
- [F2]Includes shares acquired under the Motorola Solutions Employee Stock Purchase Plan, and through the reinvestment of dividends.
- [F3]Represents the vesting (1,260) and payout (1,764) of the second tranche (1/3) of the market stock units (MSU) granted on March 14, 2024 at 140% payout factor and such payment includes 504 shares which were above the target number of shares originally reported.
- [F4]Based on plan statement as of March 2, 2026.
- [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.
Signature
Lauren E. Henderson, on behalf of Jason J. Winkler, Executive Vice President and Chief Financial Officer (Power of Attorney on File)|2026-03-16