8-K
Motorola Solutions, Inc. (MSI)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): May 18, 2021
Motorola Solutions, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware
(State or Other Jurisdiction
of Incorporation)
| 1-7221 | 36-1115800 |
|---|---|
| (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
| 500 W. Monroe Street<br> <br>Chicago, Illinois | 60661 |
| --- | --- |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: 847-576-5000
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading<br>Symbol(s) | Name of Each Exchange<br> <br>on Which Registered | ||
|---|---|---|---|---|
| Common Stock | $0.01 | par value | MSI | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 18, 2021, Motorola Solutions, Inc. (the “Company”) held its 2021 Annual Meeting of Shareholders (the “Annual Meeting”). Set forth below are the proposals that were voted upon by the Company’s shareholders at the Annual Meeting and the voting results for each such proposal:
| 1. | The Company’s shareholders elected all of the director nominees, by the votes set forth below, to serve a one-year term until their respective successors are elected and qualified or until their earlier death or resignation: | |||
|---|---|---|---|---|
| Director Nominee | For | Against | Abstain | Broker<br>Non-Votes |
| --- | --- | --- | --- | --- |
| Gregory Q. Brown | 128,450,697 | 7,055,777 | 1,389,760 | 14,999,958 |
| Kenneth D. Denman | 124,308,874 | 11,879,571 | 707,789 | 14,999,958 |
| Egon P. Durban | 77,177,016 | 59,394,326 | 324,892 | 14,999,958 |
| Clayton M. Jones | 135,487,327 | 1,155,403 | 253,504 | 14,999,958 |
| Judy C. Lewent | 135,698,862 | 953,625 | 243,747 | 14,999,958 |
| Gregory K. Mondre | 96,377,459 | 40,232,604 | 286,171 | 14,999,958 |
| Joseph M. Tucci | 130,453,217 | 6,177,761 | 265,256 | 14,999,958 |
| 2. | The Company’s shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2021, by the votes set forth below: | |||
| --- | --- | |||
| For | Against | Abstain | Broker Non-Votes | |
| --- | --- | --- | --- | |
| 151,014,379 | 628,255 | 253,558 | — | |
| 3. | The Company’s shareholders approved, on an advisory (non-binding) basis, the Company’s executive compensation, by the votes set forth below: | |||
| --- | --- | |||
| For | Against | Abstain | Broker Non-Votes | |
| --- | --- | --- | --- | |
| 122,420,643 | 13,655,606 | 819,985 | 14,999,958 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MOTOROLA SOLUTIONS, INC.<br> <br>(Registrant) | |||
|---|---|---|---|
| Dated: May 20, 2021 | By: | /s/ Kristin L. Kruska | |
| Name: | Kristin L. Kruska | ||
| Title: | Corporate Vice President, Transactions, | ||
| Corporate & Securities Law and Secretary |