8-KLeadership Changes

Motorola Solutions, Inc. 8-K Report, Executive Changes (Dec 13, 2012)

Filed December 13, 2012For Securities:MSI

Summary

This Form 8-K filing by Motorola Solutions, Inc. on December 13, 2012, primarily reports the resignation of Ms. Anne R. Pramaggiore from the company's Board of Directors and the Governance and Nominating Committee, effective immediately. Ms. Pramaggiore, who also serves as President and CEO of Commonwealth Edison Company, resigned to seek approval from the Federal Energy Regulatory Commission (FERC). This action was taken out of caution due to potential regulatory concerns regarding her dual roles, specifically if Motorola Solutions were to be considered an electrical equipment supplier to her utility. Importantly, Ms. Pramaggiore has waived all rights to compensation, including equity grants, associated with her directorship during this period. The filing indicates her intention to seek reappointment to the Board should FERC ultimately approve her application. This event does not appear to signal any operational or financial distress for Motorola Solutions but rather addresses a governance and regulatory matter for an individual director.

Key Highlights

  • 1Anne R. Pramaggiore resigned as a Director and member of the Governance and Nominating Committee.
  • 2Ms. Pramaggiore's resignation is effective immediately as of December 12, 2012.
  • 3The resignation is a precautionary measure related to potential FERC approval for her dual roles as a public utility executive and a director of Motorola Solutions.
  • 4Motorola Solutions does not consider itself an electrical equipment supplier to Ms. Pramaggiore's utility (Commonwealth Edison Company).
  • 5Ms. Pramaggiore is waiving all rights to director compensation, including equity grants, during this period.
  • 6She intends to seek reappointment to the Board if FERC approves her application.

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