8-K - MSI - Equibles

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 11, 2020

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

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)
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☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading<br> <br>Symbol(s)	Name of each exchange<br> <br>on which registered
Common Stock, $0.01 Par Value per Share	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.

The following matters were voted on at the Company’s Annual Meeting:

1.	The election of the following directors, who will serve until their respective successors are elected and qualified or until their earlier death or resignation:
Director	For		Against		Abstain		Broker non-votes
---	---	---	---	---	---	---	---	---
Gregory Q. Brown		127,806,234		6,486,762		2,258,125		17,598,884
Kenneth D. Denman		131,713,511		4,567,394		270,216		17,598,884
Egon P. Durban		88,726,030		47,545,553		279,538		17,598,884
Clayton M. Jones		135,277,785		1,021,731		251,605		17,598,884
Judy C. Lewent		135,587,790		723,349		239,982		17,598,884
Gregory K. Mondre		94,022,541		42,248,799		279,781		17,598,884
Anne R. Pramaggiore		132,775,277		3,532,359		243,485		17,598,884
Joseph M. Tucci		131,291,031		5,010,012		250,078		17,598,884
2.	The ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2020 was ratified by the stockholders, by the votes set forth in the table below:
---	---
For	Against	Abstain
---	---	---
150,910,982	2,996,548	242,475
3.	The stockholders approved, on an advisory (non-binding) basis, the Company’s executive compensation, by the votes set forth in the table below:
---	---
For	Against	Abstain	Broker Non-Votes
---	---	---	---
125,419,550	10,775,685	355,886	17,598,884
4.	A stockholder proposal on political spending disclosure was defeated by the stockholders, by the votes set forth in the table below.
---	---
For	Against	Abstain	Broker Non-Votes
---	---	---	---
62,778,662	68,254,856	5,517,603	17,598,884

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 13, 2020	By:	/s/ Kristin L. Kruska
	Name:	Kristin L. Kruska
	Title:	Corporate Vice President, Transactions,<br> <br>Corporate & Securities Law and Secretary