8-KLeadership Changes

Motorola Solutions, Inc. 8-K Report, Executive Changes (Mar 13, 2023)

Filed March 13, 2023For Securities:MSI

Summary

Motorola Solutions, Inc. (MSI) filed an 8-K on March 13, 2023, detailing a significant increase in the target annual long-term incentive award for its Chairman and CEO, Gregory Q. Brown. Effective March 9, 2023, Mr. Brown's target opportunity rose from $15.5 million in 2022 to $19.8 million for 2023. This adjustment reflects the Board's confidence in Mr. Brown's leadership, his proven ability to generate shareholder returns, and his strategic vision in areas like video security and access control, crucial for executing the company's long-term strategy and succession planning. This executive compensation adjustment underscores the Board's commitment to retaining key leadership and aligning executive incentives with long-term company performance. Investors should note that Mr. Brown's awards are entirely performance-based and equity-based, comprising performance stock options, market stock units, and performance stock units, ensuring that his compensation is directly tied to achieving specific performance metrics and contributing to shareholder value.

Key Highlights

  • 1CEO's target annual long-term incentive award increased from $15.5 million (2022) to $19.8 million (2023).
  • 2The increase was approved by the Board of Directors on March 9, 2023, upon recommendation of the Compensation and Leadership Committee.
  • 3The Board cited Mr. Brown's ability to generate shareholder returns as a key reason for the increase.
  • 4Strategic investments and growth in the video security and access control business were highlighted as critical factors.
  • 5The company believes retaining Mr. Brown as CEO is in the best interest of shareholders.
  • 6100% of Mr. Brown's annual long-term incentive awards are performance-based and equity-based.
  • 7Award components include performance stock options, market stock units, and performance stock units.

Frequently Asked Questions

The Board of Directors increased the CEO's target annual long-term incentive award to recognize his critical role in driving shareholder returns, making strategic investments, growing key business segments like video security, and successfully executing the company's long-term strategy and succession plan. The Board believes this increase is essential to retain him as CEO.

The CEO's annual long-term incentive awards are entirely performance-based and equity-based. They consist of a mix of performance stock options, market stock units, and performance stock units, directly linking his compensation to specific performance outcomes and shareholder value creation.

The filing specifically mentions the CEO's ability to grow the company's video security and access control business as a key factor in the decision to increase his incentive award.

No, this is a target annual long-term incentive award opportunity. The actual payout will be contingent on the company achieving specific performance metrics tied to the equity awards.