UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Motorola Solutions, Inc. (the “Company”) is pleased to announce that on August 26, 2024, the size of the Board of Directors of the Company (the “Board”) was increased from eight to nine members and Elizabeth D. Mann joined the Board as a director and a member of the Audit Committee, effective immediately. Ms. Mann will serve until the Company’s 2025 Annual Meeting and the election and qualification of her successor or, if earlier, her death or resignation from the Board.
Ms. Mann is currently the Executive Vice President and Chief Financial Officer of Verisk Analytics, Inc., a data, analytics and technology provider serving clients in the insurance market.
Ms. Mann will receive the standard compensation received by non-employee directors. This compensation arrangement is described in the Company’s definitive proxy statement on Schedule 14A filed on March 28, 2024 with the U.S. Securities and Exchange Commission. As disclosed in the definitive proxy statement, a non-employee director will receive his or her equity compensation in the form of a grant of deferred stock units (prorated based on the number of full months served until the next annual meeting of shareholders) with a value of $20,416.67 per month, divided by the closing price of the Company’s common stock on the day on which the director’s election to the Board is effective.
There are no arrangements or understandings between Ms. Mann and any other person pursuant to which Ms. Mann was elected as a director of the Company, nor does Ms. Mann have any direct or indirect material interest in any related party transaction required to be disclosed under Item 404(a) of Regulation S-K.
The press release announcing Ms. Mann’s election to the Board is attached as Exhibit 99.1 hereto.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit No. |
Description | |
| 99.1 | Press Release by Motorola Solutions, Inc. dated August 26, 2024 announcing the appointment of Elizabeth D. Mann to the Board of Directors. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MOTOROLA SOLUTIONS, INC. (Registrant) | ||||||
| Dated: August 26, 2024 | By: | /s/ Kristin L. Kruska | ||||
| Name: | Kristin L. Kruska | |||||
| Title: | Corporate Vice President, Transactions, Corporate & Securities Law and Secretary | |||||