8-KLeadership ChangesShareholder MattersExhibits & Filings

Motorola Solutions, Inc. 8-K Report, Executive Changes (May 21, 2015)

Filed May 21, 2015For Securities:MSI

Summary

Motorola Solutions, Inc. (MSI) filed an 8-K on May 21, 2015, reporting on its 2015 Annual Meeting of Stockholders held on May 18, 2015. The primary focus of this filing for investors is the approval of the Motorola Solutions Omnibus Incentive Plan of 2015. This new plan, which is an amendment and restatement of the 2006 plan, was approved by stockholders and permits the issuance of 12 million shares plus forfeited shares for future awards to executive officers and other employees. Additionally, the filing details the results of various stockholder votes, including the re-election of directors, advisory approval of executive compensation, and the approval of an amendment to the Employee Stock Purchase Plan. The appointment of KPMG LLP as the independent registered public accounting firm for fiscal year 2015 was also ratified. A stockholder proposal regarding lobbying disclosure was notably defeated.

Key Highlights

  • 1Stockholders approved the Motorola Solutions Omnibus Incentive Plan of 2015, effective May 18, 2015.
  • 2The new incentive plan allows for the issuance of 12 million shares plus shares from forfeited awards.
  • 3All incumbent directors were re-elected to serve until their successors are elected and qualified.
  • 4Stockholders provided advisory (non-binding) approval of the Company's executive compensation.
  • 5The Motorola Solutions Employee Stock Purchase Plan of 1999 was amended and restated and approved by stockholders.
  • 6KPMG LLP was ratified as the independent registered public accounting firm for fiscal year 2015.
  • 7A stockholder proposal on lobbying disclosure was defeated.

Frequently Asked Questions

The plan, approved by stockholders and effective May 18, 2015, is an amendment and restatement of the prior 2006 plan. Its purpose is to provide a framework for issuing equity-based awards, including stock options and restricted stock, to executive officers and employees to incentivize performance and align their interests with those of shareholders. It allows for the issuance of 12 million shares plus any shares that become available through forfeiture or cancellation of outstanding awards.

No, all incumbent directors listed (Gregory Q. Brown, Kenneth C. Dahlberg, Michael V. Hayden, Clayton M. Jones, Judy C. Lewent, Anne R. Pramaggiore, Samuel C. Scott III, Bradley E. Singer) were re-elected by a significant majority of votes and will continue their service.

The stockholders provided advisory approval for the company's executive compensation, with a substantial majority voting 'For' the proposal.

The stockholder proposal related to lobbying disclosure was defeated by a significant margin, indicating that stockholders did not support its adoption at this time.