Motorola Solutions, Inc.
For the period ended Apr 4, 2026. Filed May 7, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Apr 4, 2026 · Filed May 7, 2026
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Unregistered Sales of Equity Securities and Use of Proceeds
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Unregistered Sales of Equity Securities
On March 24, 2026, the Company issued 5,470 shares of common stock in connection with the acquisition of Hyper to certain former shareholders of Hyper. The stock was issued for an aggregate grant date fair value of $2 million that will be expensed over an average service period of two years.
On March 11, 2026, the Company issued 1,422 shares of common stock in connection with the acquisition of Exacom to certain former shareholders of Exacom. The stock was issued for an aggregate grant date fair value of $1 million that will be expensed over an average service period of two years.
The foregoing transactions did not involve any underwriters, any underwriting discounts or commissions, or any public offerings. The shares with respect to the transactions were issued in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, in privately negotiated transactions not involving any public offerings or solicitations.
Issuer Purchases of Equity Securities
The following table provides information with respect to acquisitions by the Company of shares of its common stock during the quarter ended April 4, 2026.
| Period | (a) Total Numberof SharesPurchased | (b) Average PricePaid perShare (1) | (c) Total Numberof Shares Purchasedas Part of PubliclyAnnounced Plansor Program (2) | (d) Approximate DollarValue of Shares thatMay Yet Be PurchasedUnder the Plans orProgram(2) |
|---|---|---|---|---|
| 12/31/2025 to 1/29/2026 | 39,100 | $383.59 | 39,100 | $1,068,328,177 |
| 1/30/2026 to 2/26/2026 | 7,531 | $467.76 | 7,531 | $1,064,805,497 |
| 2/27/2026 to 4/1/2026 | 222,016 | $450.13 | 222,016 | $964,870,448 |
| Total | 268,647 | $440.94 | 268,647 |
(1)Average price paid per share of common stock repurchased excludes commissions paid to brokers and excise tax. As of January 1, 2023, the Company's share repurchases in excess of issuances are subject to a 1% excise tax enacted by the Inflation Reduction Act of 2022. The amount of excise tax incurred is included in the Company's Condensed Consolidated Statement of Stockholders' Equity for the quarter ended April 4, 2026.
(2)As originally announced on July 28, 2011, and subsequently amended, the Board of Directors has authorized the Company to repurchase an aggregate amount of up to $18.0 billion of its outstanding shares of common stock (the “share repurchase program”). The share repurchase program does not have an expiration date. As of April 4, 2026, the Company had used approximately $17.0 billion to repurchase shares, leaving $1.0 billion of authority available for future repurchases.
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