8-KLeadership ChangesOther EventsExhibits & Filings

Motorola Solutions, Inc. 8-K Report, Executive Changes (Aug 5, 2010)

Filed August 5, 2010For Securities:MSI

Summary

This 8-K filing from Motorola, Inc. on August 4, 2010, primarily reports on executive personnel changes and associated compensation, coinciding with the company's ongoing plan to separate into two independent publicly traded entities. Notably, A. Peter Lawson, Executive Vice President, General Counsel and Secretary, is departing following the anticipated separation of the Mobile Devices and Home businesses, expected in Q1 2011. Furthermore, Daniel M. Moloney has been appointed President of the Motorola Mobility business, effective September 1, 2010. This appointment is accompanied by a comprehensive compensation package, including a significant base salary, annual incentive targets, substantial grants of restricted stock units and stock options, a sign-on bonus, and specific severance provisions. Investors should note that these arrangements are directly linked to the upcoming separation event and Mr. Moloney's role in the newly formed 'SpinCo' entities.

Key Highlights

  • 1A. Peter Lawson, EVP, General Counsel, and Secretary, will depart Motorola following the planned separation of Mobile Devices and Home businesses (expected Q1 2011).
  • 2Daniel M. Moloney appointed President of Motorola Mobility business, effective September 1, 2010.
  • 3Mr. Moloney receives a new base salary of $650,000.
  • 4He is granted 600,000 restricted stock units (RSUs) vesting over three years.
  • 5Mr. Moloney receives 1,200,000 stock options with a 10-year expiration, vesting over three years.
  • 6A grant of equity compensation valued at $6.5 million in the future 'SpinCo' is contingent on the separation.
  • 7A $325,000 sign-on bonus and specific severance benefits are included in Mr. Moloney's compensation package.

Frequently Asked Questions

This 8-K filing serves to inform investors about significant executive personnel changes, specifically the departure of A. Peter Lawson and the appointment and compensation package of Daniel M. Moloney as President of the Motorola Mobility business. It also highlights the compensation arrangements tied to the company's ongoing strategic separation.

Mr. Moloney's appointment as President of Motorola Mobility positions him as a key leader within one of the two planned independent companies. His compensation package, including substantial equity awards (RSUs and stock options) and a cash bonus, reflects the company's strategy to retain and incentivize critical talent during this period of significant corporate change and spin-off.

The separation of Motorola's Mobile Devices and Home businesses is a central theme. A. Peter Lawson's departure is directly linked to this separation. Additionally, a significant portion of Daniel M. Moloney's compensation, including a substantial equity award, is contingent upon the successful completion of this separation and his role within the resulting 'SpinCo'.

The filing states that the separation of the Mobile Devices and Home businesses from Motorola, Inc. is currently anticipated to occur in the first quarter of 2011.