8-K/ALeadership Changes

Motorola Solutions, Inc. 8-K/A Report, Executive Changes (Apr 1, 2009)

Filed April 1, 2009For Securities:MSI

Summary

This 8-K/A filing from Motorola, Inc. amends a previous filing to correct information regarding executive compensation plans. Specifically, it clarifies the potential target award range under the 2009 Motorola Incentive Plan (2009 MIP) for employees, including named executive officers. The amendment corrects the maximum Target Award Percentage for the 2009 plan year to a range of 0% to 220%, an increase from the previously reported 0% to 200%. The filing also details the establishment of the 2009 Motorola Long Range Incentive Plan (2009 LRIP), designed for senior leadership to incentivize long-term operational improvements and profit growth. This plan focuses on multi-year performance periods, with the initial cycle (2009-2011) tied to Relative Total Shareholder Return. Both plans are designed to retain talent, attract new employees, and align individual efforts with business objectives through competitive rewards based on both financial and non-financial performance metrics.

Key Highlights

  • 1Amendment to 8-K filing to correct the maximum Target Award Percentage for the 2009 Motorola Incentive Plan to 220%.
  • 2The 2009 Motorola Incentive Plan (2009 MIP) aims to retain employees and reward strong business performance, with awards based on Controllable Free Cash Flow and Operating Earnings for 2009.
  • 3Named executive officers participate in the 2009 MIP, with individual awards determined by business and individual performance factors.
  • 4Establishment of the 2009 Motorola Long Range Incentive Plan (2009 LRIP) for senior leadership.
  • 5The 2009 LRIP features multi-year performance periods, with the first cycle (2009-2011) focused on Relative Total Shareholder Return.
  • 6Awards under both plans are primarily cash-based, with potential for Motorola common stock in the LRIP, subject to Committee determination.
  • 7Both plans are implemented under the Motorola Omnibus Incentive Plan of 2006, as amended, or its successor.

Frequently Asked Questions

This amended 8-K filing is to correct a specific detail in the previously filed 8-K. The correction pertains to the maximum Target Award Percentage for the 2009 Motorola Incentive Plan, which has been revised from 200% to 220%.

All full-time or part-time employees of Motorola and certain subsidiaries may participate, subject to certain exceptions. Notably, all named executive officers are participants in the 2009 MIP.

For the 2009 MIP, the business performance factors for 2009 are Controllable Free Cash Flow and Operating Earnings. For the 2009-2011 performance cycle of the 2009 LRIP, the performance measure is Relative Total Shareholder Return.

Awards earned under both the 2009 MIP and the 2009 LRIP are generally paid in cash. However, for the 2009 LRIP, the Committee has the discretion to pay awards in cash or shares of Motorola common stock.