UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 10-K

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Throughout this Form 10-K report we “incorporate by reference” certain information in parts of other documents filed with the Securities and Exchange Commission (the “SEC”). The SEC allows us to disclose important information by referring to it in that manner. Please refer to such information.

“Motorola Solutions” (which may be referred to as the “Company,” “we,” “us,” or “our”) means Motorola Solutions, Inc. or Motorola Solutions, Inc. and its subsidiaries, or one of our segments, as the context requires. MOTOROLA, MOTO, MOTOROLA SOLUTIONS and the Stylized M Logo, as well as iDEN are trademarks or registered trademarks of Motorola Trademark Holdings, LLC and are used under license.

We are a leading global providerbuilding an ecosystem of mission-critical communication infrastructure, devices, accessories,safety and security technologies that helps protect people, property and places, which include Land Mobile Radio Communications ("LMR" or "LMR Communications"), Video Security and Access Control ("Video")

We are connecting public safety agencies and commercialenterprises to enable the collaboration that is critical for a proactive approach to safety and security. In addition to our support of police, fire and other emergency responders, we have a growing base of enterprise customers, improve their operations through increased effectiveness, efficiency,such as schools, hospitals and safetystadiums. We support the intersection of their mobile workforces. We serve our customerspublic, private and people, connecting those in need with a global footprint of sales in more than 100 countries based on our industry leading innovation and a deep portfolio of products and services.those who can help.

We are incorporated under the laws of the State of Delaware as the successor to an Illinois corporation, Motorola, Inc., organized in 1928. We changed our name from Motorola, Inc. to Motorola Solutions, Inc. on January 4, 2011. Our principal executive offices are located at 500 W. Monroe Street,St., Chicago, Illinois 60661.

Business Organization

We conductmanage our business globally and manage itorganizationally through two segments: Products“Products and Systems Integration” and “Software and Services.” Within these segments, we have principal product lines that also follow our three major technologies:

Our strategy is to generate value through our technologies that help meet the changing needs of our customers who operate private communications networksaround the world in protecting people, property and manageplaces. While each technology individually strives to make users safer and more productive, we believe we can enable better outcomes for our customers when we unite these technologies to work together. Our goal is to help remove silos and barriers between people and technologies, so that data unifies, information flows, operations run and collaboration improves to help strengthen safety and security everywhere. One example of this collaboration is highlighted by a mobile workforce. school setting. When a teacher presses a panic button on a phone, this can automatically notify local law enforcement of an emergency, trigger a lockdown to secure all entries, share live video feeds with first responders and send mass notifications to key stakeholders inside and outside the school, helping schools to detect, respond and resolve safety and security threats.

In 2017,2023, the segment’s net sales were $3.8$6.2 billion, representing 59%63% of our consolidated net sales.    The Products segment has

Our LMR Communications technology includes infrastructure and devices for LMR, public safety Long Term Evolution (“LTE”) and enterprise-grade private LTE. Our technology enables voice and multimedia collaborations across two-way radio, WiFi and public and private broadband networks. We are a global leader in the following two principal product lines:two-way radio category, including Project 25 (P25), Terrestrial Trunked Radio (“TETRA”) and Digital Mobile Radio (DMR), as well as other PCR solutions. We also deliver LTE solutions for public safety, government and commercial users, including devices operating in both low-band and mid-band frequencies, including Citizens’ Broadband Radio Service (CBRS) frequencies.

The Services segment provides a full set of service offerings for government, public safety, and commercial communication networks. In 2017,2023, the segment’s net sales were $2.6$3.7 billion, representing 41%37% of our consolidated net sales. The Services segment has the following principal product lines:

Our Customers and Contracts

We address the communication needs ofserve government agencies, state and local public safety and first-responder agencies, andas well as commercial and industrial customers who utilize private communications networks and manage a mobile workforce.customers. Our customer base is fragmented and widespread when considering the many levels of governmentalgovernment public safety agency and first-responderprivate sector decision-makers that procure and use our products and services. Serving this global customer base spanning federal, state, county, province, territory, municipal, and departmental independent bodies, along with our commercial and industrial customers, requires a significant go-to-market investment.

Our sales model includes both direct sales by our in-house sales force, which tends to focus on our largest accounts, and sales through our channel partner program. Our trained channel partners include independent dealers, distributors and software vendors around the world. The dealers and distributors each have their own sales organizations that complement and extend the reach of our sales force. The independent software vendors offer customized applications that meet specific needs inof the verticalscustomers we serve.

Our largest customers are the U.S. federal government (through multiple contracts with its various branches and agencies, including the armed services) and the Home Office of the United Kingdom ("the Home Office"), representing approximately 9%8% and 8%6% of our consolidated net sales in 2017,2023, respectively. The loss of these customers could have a material adverse effect on our revenue

Payment terms with our customers vary worldwide. Generally, contractual payment terms range from 30 to 45 days from the invoice date within North America and typically do not exceed 90 days from the invoice date in regions outside of North

Generally, our contracts do not include a right of return, other than for standard warranty provisions. Due to customer purchasing patterns and the cyclical nature of the markets we serve, our sales tendhistorically have tended to be somewhat higher in the second half of the year, with the fourth quarter being the highest.

Competition

We operate in highly competitive markets that are sensitive to technological advances. Competitive factors in these markets include product quality and reliability, technological capabilities, cost-effectiveness and industry experience. In operating in these competitive markets, we have broadened how we work with our customers, expanding from our global LMR installed base to integrate Video and Command Center. For example, our Command Center suite can integrate our customers’ LMR systems to provide unified voice and data information throughout the critical 911 workflow. Adding Video enables multimedia collaboration and offers visibility for police officers within the command center and in the field. The markets in which we operate are highly competitive. Key competitive factors include: performance, features, quality, availability, warranty, price, vendor financing, availabilityinterplay of service, company reputationtechnologies, guided by our deep knowledge of the public safety and financial strength, partner community,enterprise workflows, delivers customers one connected system to unify their critical communications, video security, access control, data, and relationships with customers. Our strong reputation with customers and partners, trusted brand, technology leadership, breadth of portfolio, product performance, and specialized support services position us well for success.analytics streams.

We experience widespread competition from a growing number of existing and new competitors, including large system integrators and manufacturers of private and public wireless network equipment and devices. Traditional Land Mobile Radio competitors include: Harris, Hytera, Airbus, and Kenwood.

Our continued focus on growingmajor competitors within our LMR, Video and Command Center suite has added additional competitors such as: West Corporation, Intergraph, Tri-Tech, and Zetron.technologies include the following companies:

Other Information

Our backlog for the Products and Services segments includes all product and service orders that have been received and are believed to be firm. As of December 31, 20172023 and December 31, 2016,2022, our backlog was as follows:

We continue to prioritize investments in research and development ("R&D&D") to expand and improve our portfolio of products through both new product introductions and continuous enhancements to our core products. Our R&D programs are focused on the development of: (i) new public safety devices, infrastructure, softwareof LMR Communications, Video and solutions, (ii) Command Center applications that include voice, data, and video, and (iii) public safety broadband solutions based on the LTE technology.Center.

R&D expenditures were $568$858 million in 2017, $5532023, $779 million in 2016,2022 and $620$734 million in 2015.2021. As of December 31, 2017,2023, we had approximately 5,0008,000 employees engaged in R&D activities. In addition, we engage in R&D activities with joint development and manufacturing partners and outsource certain activities to engineering firms to further supplement our internal spend.

Patent protection is an important aspect of our operations. We have a portfolio of U.S. and foreign utility and design patents relating to our products, systems and technologies, including research developments in radio frequency technology and circuits, wireless network technologies, over-the-air protocols, mission criticalmission-critical communications, software and services, video security and access control, and next-generation public safety. We have filedEach year, we also file new patent applications with the U.S. Patent and Trademark Office and foreign patent offices.

We license some of our patents to third-parties, but licensing revenue is not a significant source of revenue.revenue for our business. We are also licensed to use certain patents owned by others. Royalty and licensing fees vary from year-to-year and are subject to the terms of the agreements and sales volumes of the products subject to the license. Motorola Solutions has a royalty-free license under all of the patents and patent applications assigned to Motorola Mobility at the time of the separation of the two businesses in 2011.

We actively participate in the development of standards for interoperable, mission-critical digital two-way radio systems. Our patents are used in standards in which our products and services are based. We offer standards-based licenses to those patents on fair, reasonable and non-discriminatory terms.

We believe that our patent portfolio will continue to provide us with a competitive advantage in our core product areas as well as provide leverage in the development of future technologies. While we are not dependent upon a single patent or even a few patents, we do have patents that protect features and functionality of our products and services. While these patents are important, our success also depends upon our extensive know-how, innovative culture, technicaltechnological leadership and distribution channels. We do not rely solely on patents or other intellectual property rights to protect or establish our market position; however, we will enforce our intellectual property rights in certain technologies when it is necessary to protect our innovation, or in some cases where attempts to negotiate mutually agreeablemutually-agreeable licenses are not successful.

We seek to obtain patents, copyright registrations, and trademarkstrademark registrations to protect our proprietary positions whenever possible and wherever practical. As of December 31, 2017,2023, we owned approximately 4,4026,560 granted patents in the U.S. and in foreign countries. As of December 31, 2017, wecountries and had approximately 1,210775 U.S. and foreign patent applications pending. Foreign patents and patent applications are mostly counterparts of our U.S. patents. During 2017,2023, we were granted approximately 404275 patents in the U.S. and in foreign countries.

We no longer own certain logos and other trademarks, trade names and service marks, including MOTOROLA, MOTO, MOTOROLA SOLUTIONS and the Stylized M logo and all derivatives thereof (“Motorola Marks”) and, since 2010, we licensehave licensed the Motorola Marks from Motorola Mobility,Trademark Holdings, LLC. which is currently owned by Lenovo.Motorola Mobility. For a description of the risks we face related to intellectual property, refer to “Part I. Item 1A. Risk Factors” in this Form 10-K.

Our practice is to carry reasonable amountsinventory levels to meet customers' delivery requirements. In 2023, we reduced our inventory carrying levels as compared to 2022, in response to improved supply conditions of semiconductors. We expect to continue to actively manage our inventory levels in the future, including by continuing to carry increased levels of inventory in targeted areas to meet customers’ deliverysupport increased demand and customer requirements. We provide custom products whichthat require the stocking of inventories and a large variety of piece parts and replacement parts in order to meet delivery and warranty requirements. To the extent suppliers’supplier product life cycles are shorter than ours;ours, stocking of lifetime buy inventories ismay be required to meet long-term warranty and contractual requirements. In addition, replacement parts are stocked for delivery on customer demand within a short delivery cycle.

Availability of required materials and components is generally dependable; however, particularly within the semiconductor market, fluctuations in supply and market demand couldin 2023 continued to cause selective shortages and affectincreased costs driven by the need to purchase semiconductor components from alternative sources, including brokers. Due to the improvements in semiconductor supply in 2023, we reduced our resultsneed for alternative sources and brokers as compared to 2022, and we expect continued reductions in 2024. For a description of operations. risks related to our supply chain, including relating to the semiconductor market, refer to “Part I. Item 1A. Risk Factors” in this Form 10-K.

We currently procure certain materials and components from single-source vendors. A material disruption from a single-source vendor may have a material adverse impact on our results of operations. If certain single-source suppliers were to become capacity constrained or insolvent, it could result in a reduction or interruption in supplies, or an increase in the price of supplies, and adversely impact our financial results.

Natural gas, electricity and, to a lesser extent, oil are the primary sources of energy for our manufacturing operations. Each of these resources is currently in adequate supply for our operations. The cost to operate our facilities and freight costs are dependent on world oil prices and external third-party logistics rates for inbound and outbound air lanes. Labor is generally available in reasonable proximity to our manufacturing facilities and the manufacturing facilities of our largest outsourced manufacturing suppliers. Difficulties in obtaining any of the aforementioned resources, or a significant cost increase,increases, could affect our financial results.

Some of our operations use substances regulated under various federal, state, local and international laws governing the environment and worker health and safety, including those governing the discharge of pollutants into the ground, air and water, the management and disposal of hazardous substances and wastes, and the cleanup of contaminated sites, as well as relating to the protection of the environment. Certain products of ours are subject to various federal, state, local and international laws governing chemical substances in electronic products. During 2017, compliance with these U.S.

Certain aspects of our operations and supply chain have become, and are expected to become increasingly subject to federal, state, and local and international laws, did not have a material effect on our capital expenditures, earnings,regulations and international treaties and industry standards relating to climate change. For example, in the European Union (the "EU"), the EU Corporate Sustainability Reporting Directive, Corporate Sustainability Due Diligence Directive and EU taxonomy initiatives will introduce additional due diligence and disclosure requirements addressing sustainability that will apply or competitive position.we expect will apply, as applicable, to us in the coming years.

Radio spectrum is required to provide wireless voice, data and video communications service.services. The allocation of spectrumfrequencies is regulated in the U.S. and other countries and limited spectrum space is allocated to wireless services, including commercial and specifically to public safety users. In the U.S., the Federal Communications Commission (“FCC”) and the National Telecommunications and Information Administration (“NTIA”) regulate spectrum use by non-federal entities and federal entities, respectively. Similarly, countries around the world have one or more regulatory bodies that define and implement the rules for use of radio spectrum, pursuant to their respective national laws and international coordination under the International Telecommunications Union

Certain of our offerings include telecommunications or other communications services that are or may be subject to regulation in various federal, state, and international jurisdictions. For example, we are a provider of selective routing services for 911 calls in the US, which subjects us to various regulations including those for 911 service reliability. As television transmissionanother example, we provide WAVE PTX push-to-talk offerings with and reception technology transitions from analog to more efficient digital modes,without telecommunications connectivity in various countries aroundinternationally. Additional types of regulations applicable to our offerings that include telecommunications or other communications services may include certification or licensing requirements, lawful intercept compliance obligations, cybersecurity and incident response obligations, and regulatory fee requirements. If we do not comply with applicable rules and regulations, we could be subject to enforcement actions, fines, and restrictions on our ability to operate or offer certain of our services.

The U.S. federal government and many state and local governments have adopted or are considering laws or regulations governing the world are examining,use of AI and biometrics, including facial recognition and license plate recognition technology, which in some cases already pursuing, the redevelopment of portions of the television spectrum. Ininstances cover certain products and services we offer. Similar laws and regulations are being enacted or considered in some jurisdictions outside the U.S., spectrum historically used for broadcast television, known asincluding the 700MHz band, has been redeveloped and deployed for new uses (the so-called “digital dividend” spectrum), including broadband and narrowband wireless communications. In 2016, this trend continued in the US and additional TV spectrum in the 600MHz band was auctioned for broadband communications (part of the “Broadcast Incentive Auction”). This auction closed in April 2017, but auction winners will not get access to the spectrum for several years.

Compliance with the laws currently in effect described above did not have a material effect upon our capital expenditures, earnings or competitive position in 2021, 2022 and 2023. For a description of the risks we face related to allocate additional spectrumthese and other regulatory matters, refer to “Part 1. Item 1A. Risk Factors” of this Form 10-K.

We have a "people first" philosophy. Our employees are our driving force, drawn from all segments of our global society to make a difference for commercial broadband useour customers.

Our goal is to foster a workplace where our employees feel that their unique perspectives, cultures and abilities contribute to their personal success, as well as whetherour Company’s success. We believe the next big idea can come from anyone, anywhere, at

We strive for business growth by creating a supportive, equitable and inclusive environment where employees feel engaged, connected to our business and invested in the wider first-respondercollective success of our customers and communities. We believe this trend will continue over timeOur human resources team works with leaders within each business function to perform annual talent reviews to assess the performance of every team member and identify development opportunities, which complement our additional specialized training for such leaders to use our corporate values to guide behaviors and lead teams. This comprehensive process fosters growth across our Company by focusing on our high-potential talent and the planned implementationrigor of broadband public safety networks provides new opportunitiessuccession plan development for our broadband portfoliomost critical roles.

As part of our compensation philosophy, we strive to offer and services growth strategy. In addition, certain countries, in response to increasing security concerns, already have spectrum landscapes that permit country administrations to allocate public safety spectrum quickly without a protracted process or agreement. Some other markets including Australiamaintain market-competitive wages, incentives and the UK are launching broadband public safety networks drawing on basic LTE infrastructure built by the carriers. These trends also provide opportunitiesbenefits for our broadbandemployees to attract and services portfolio.retain talent, and we review our rewards programs each year in an effort to ensure they are competitive with local market practices in the industries and countries where we operate. More specifically, our total rewards package for our global employees includes broad-based stock grants and bonuses, an employee stock purchase plan, healthcare, wellness and retirement benefits, paid parental and family leave, commuter benefits, paid time off (including flexible time off for U.S. exempt employees), flexible work options and other assistance and support for employees going through life changing events.

At December 31, 2017,Additional information regarding how our purpose and December 31, 2016 we had approximately 15,000ethics informs our approach to corporate responsibility can be found in our Corporate Responsibility Report, which is available on our website. The information contained on or accessible through our corporate website, including but not limited to our DEI website and 14,000 employees, respectively.our Corporate Responsibility Report, is not incorporated by reference into and is not a part of this Form 10-K.

AllWe rely extensively on our information systems to manage our business operations. We are consistently subject to attempts to compromise our information technology systems from both internal and external sources and, like all information technology systems, our systems are potentially vulnerable to damage, unauthorized access or interruption from a variety of sources, including but not limited to, cyber attack,cyberattack, cyber intrusion, computer viruses, security breach, denial-of-service attacks, ransomware or other malware, energy blackouts, natural disasters and severe weather conditions, terrorism, sabotage, war, insider trading, human error and computer and telecommunication failures. As a provider of mission-critical communications systems for customers in critical infrastructure sectors of the U.S. and globally, including systems that we operate and maintain for certain customers of ours or as a software-based service, we face additional risk as a potential target of sophisticated attacks aimed at compromising both our Company’scompany’s and our customers’ sensitive information and intellectual property, through means referred to as advanced persistent threats.property. This risk is heightened because these systems may contain sensitive governmental information or personally identifiable or other protected information. WhileOur vulnerability and that of our third-party vendors, to cyber and other information technology risks may also be increased by factors such as cyberattacks related to geopolitical conflicts (which may be heightened by our global presence) and the large portion of our office workforce that continues to work from home. Additionally, the volume, frequency and sophistication of these threats continues to grow and the complexity and scale of the systems to be protected continues to increase. Like other enterprise software companies, we also use open source software from time to time, which may be more susceptible to vulnerabilities that may not be identified with scanning tools. In an effort to protect against such attacks, we maintain insurance related to cybersecurity risks and employ a number of countermeasures and security controls, including training, and audits, encryption, and utilization of commercial information security threat sharing networksnetworks. If we fail to protect against such attacks, we, along witheffectively manage our cybersecurity, our business, products, and services could suffer from the industry, have experienced a gradualresulting weaknesses in our infrastructure, systems or controls.

Further, our company outsources certain business operations, including, but not limited to IT, network connectivity, HR information systems, manufacturing, repair, distribution and steady increase in the sophistication of these threats, most noticeably through well-crafted social engineering and phishing attempts.services. We cannot guarantee that all threat attempts will be successfully thwarted even with these countermeasures and we are therefore investing more in detection and response capabilities to minimize potential impacts. Further, we are dependent, in certain instances, upon our outsourced business partners, suppliers, and customers to adequately protect our IT systems and those IT systems that we manage for our customers. In addition,customers, including the hosts of our cloud infrastructure on top of which our cloud-based solutions are built, as well as the network connectivity upon which some of our services are built. Some of our customers are exploring broadband solutions that use public carrier networks on which our solutions would operate. We do not have direct oversight or influence over how public carrier networks manage the security, quality, or resiliency of their networks, and because they are an attractive high value target due to their role in critical infrastructure, they expose customers to an elevated risk over our private networks.

A cyber attackcyberattack or other significant disruption involving our IT systems or those of our outsource partners, suppliers or our customers could result in substantial costs to repair or replace our IT systems or the loss of critical data and interruptions or delays in our ability, or that of our customers, to perform critical functions. Such disruption may also result in the unauthorized release of proprietary, confidential or sensitive information of oursus or our customers.customers, or the disruption of services provided to customers and essential for their mission. Such unauthorized access to, or release of, this information or disruption of services could: (i) allow others to unfairly compete with us, (ii) compromise safety or security, given the mission-critical nature of our customers’ systems, (iii) subject us to claims for breach of contract, tort, and other civil claims andwithout adequate indemnification from our suppliers, (iv) subject us to time-intensive notification requirements, (v) damage our reputation.reputation, and (vi) require us to provide modifications or replacements to our products and services. Our potential liability related to such claims by customers or third-parties described above may not be contractually capped nor fully covered by our insurance. We could face regulatory penalties, enforcement actions, remediation obligations and/or private litigation by parties whose data is improperly disclosed or misused. In addition, there has been a sharp increase in laws in Europe, the U.S. and elsewhere, imposing requirements for the handling of personal data, including data of employees, consumers and business contacts, as well as imposing requirements for remediation action, including specific timing and method of notification. There is a risk that our Company, directly or as the result of some third-party service provider we use, could be found to have failed to comply with the laws or regulations of some country regarding the collection, consent, handling, transfer, retention or disposal of such personal data, and therefore subject us to fines or other sanctions. The European Courts invalidation of Safe Harbor as a mechanism to legitimize cross border data flows increases the risk that our Company, directly or through some third-party service provider that we use, may inappropriately transfer EU personal data. Any or all of the foregoing could have a negative impact on our business, financial condition, results of operations, and cash flow.

Our intellectual property rights protect our innovations and technology, and they may also generate income under license agreements. We attempt to generate enough cash flows from operations or that we willprotect our proprietary technology with intellectual property in the form of patents, copyrights, trademarks, trade secret laws, confidentiality agreements and other methods. We also generally restrict access to and distribution of our proprietary information. Despite these precautions, it may be ablepossible for a third-party to obtain enough capitaland use our proprietary information or develop similar technology independently. As we expand our business, including through acquisitions, and compete with new competitors in new markets, the breadth and strength of our intellectual property portfolio in those new markets may not be as developed as in our longer-standing businesses. This may expose us to service our debt, fund our planned capital expenditures or pay future dividends.

We obtain some technology from suppliers through the purchase of components or licensing of software, and we attempt to negotiate favorable intellectual property indemnities with our suppliers for infringement of third-party intellectual property rights. With respect to such indemnities, we may not be successful in our negotiations, a supplier's indemnity may not fully protect us or cover all damages and losses suffered by us and our customers due to the infringing products, or a supplier may not choose to obtain a third-party license or modify or replace its products with non-infringing products which would otherwise mitigate such damages and losses. Such situations may subject us to unexpected liabilities or unfavorable conditions. Further, we may not be able to participate in intellectual property litigation involving a supplier and may experience such shortages innot be able to influence any ultimate resolution or outcome that may negatively impact our sales or operations if a court enters an injunction that enjoins the future. In addition, credit constraints atsupplier's products or if the International Trade Commission issues an exclusionary order that blocks importation of our products into the U.S. Intellectual property disputes involving our suppliers could cause ushave resulted in our involvement in International Trade Commission proceedings from time to accelerate paymenttime. These proceedings are costly and entail the risk that we will be subjected to a ban on the importation of accounts payable by us, impacting our cash flow.

In addition, our current contractual arrangements with certain supplierscustomers increasingly demand that we indemnify them broadly from all damages and losses resulting from intellectual property litigation against them. These demands may stem from non-practicing entities that engage in patent enforcement and litigation, sometimes seeking royalties and litigation judgments in proportion to the value of the use of our products, rather than in proportion to the cost of our products. Such demands can amount to many times the selling price of our products.

Further, competitors may be cancelled or not extended by such suppliers and, therefore, not afford usable to negotiate significantly more favorable terms for intellectual property than we are able to, which puts them at a competitive advantage. Moreover, with sufficient protection against a reduction or interruption in supplies. Moreover, in the event any of these suppliers breach their contracts with us,respect to our legal remedies associated with such a breachinternally developed proprietary software, we may be insufficientharmed if we are forced to compensate us for any damages we may suffer.

In 2010, we may find that an incompatible third-party owns the Motorola Marks.

Motorola Mobility was acquired by Lenovo in 2014, which resulted in Lenovo having effective control over the Motorola Marks. Our risks under the license could increase if Lenovo expands its use of the Motorola Marks, or if our products and those of Lenovo converge. In addition, because our license of the Motorola Marks will beis limited to products and services within our specified fields of use, we willare not be permitted to use the Motorola Marks in other fields of use without the approval of Motorola Mobility, which is now controlled by Lenovo. In the event thatMobility. As we desirecontinue to expand our business into any other fields of use, we may need toeither must do so with a brand other than the Motorola brand. Developing a brand, as well-known and with as much brand equity as Motorolawhich could take considerable time and expense. Theexpense, or assume the risk that our expanded fields don’t meet the definition of needing to develop a second brand increases as Motorola Mobility's and our products continue to converge and if our business expands into otherpermitted fields of use. In addition, weuse under our license, which could result in loss of our rights to use the Motorola Marks.

We could lose our rights to use the Motorola Marks if we do not comply with the terms of the license agreement. Such a loss could negatively affect our business, results of operations and financial condition. Furthermore, MTH has the rightcertain rights to license the brand to third- partiesthird-parties and either Motorola Mobility or licensed third-parties may use the brand in ways that make the

In addition, neitherNeither Motorola Mobility nor Lenovo areis prohibited from selling the Motorola Marks. In the event of a liquidation of Motorola Mobilityby Lenovo or the then ownerthen-owner of the Motorola Marks, it is possible that a bankruptcy court would either (i) permit the Motorola Marks to be assigned to a third-party. While our right to use the Motorola Marks under our license should continue in our specified field of use in such situations, it is possible that we could be party to a license arrangement with a third-party whose interests aremay be incompatible with ours, thereby potentially making the license arrangement difficult to administer and increasing the costs and risks associated withof sharing the Motorola Marks. In addition, there is a risk that, in the event of a bankruptcy of Motorola MobilityMarks, or the then owner of the Motorola Marks, Motorola Mobility, the then owner or its bankruptcy trustee may attempt to reject the license, or a bankruptcy court may(ii) refuse to uphold the license or certain of its terms. Such a lossterms, which could negatively affect our business, results of operations and financial condition.

We engage subcontractors, including third-party integrators, on many of our contracts and as we expand our solutionstechnologies in our Products and services businessSystems Integration and Software and Services segments, our use of subcontractors has and will continue to increase. Our subcontractors may further subcontract performance and may supply third-party products and software from a number of smaller companies. In addition, it is our policy to require our subcontractors and other third-parties with whom we work

We may have disputes with our subcontractors, including disputes regarding the quality and timeliness of work performed by the subcontractor or its subcontractors and the functionality, warranty and indemnities of products, software and services supplied by our subcontractor. We are not always successful in passing down customer requirements to our subcontractors or a customer may otherwise look to us to cover a loss or damage, and thus in some cases may be required to absorb contractual risks from our customers without corresponding back-to-back coverage from our subcontractor. Even when we are able to pass down customer requirements to our subcontractors, sometimes those subcontractors have less financial resources than we do, and a customer may look to us to cover a loss or damage. Our subcontractors may not be able to acquire or maintain the quality of the materials, components, subsystems and services they supply, or secure preferred warranty and indemnity coverage from their suppliers which might result in greater product returns, service problems, warranty claims and costs and regulatory compliance issues. Further, one of our subcontractors or other third-parties subject to our Human Rights Policy could fail to comply with such policies or with applicable law or may engage in unethical business practices. Any of the foregoing could cause orders to be canceled, relationships to be terminated or our reputation to be damaged, which could harm our business, financial condition and results of operations.

Some of the products we sell may have quality issues resulting from the design or manufacture of the product, or from the software used in the product. Sometimes, these issues may be caused by components we purchase from suppliers, or from finished products we purchase from other manufacturers, or suppliers.which we then resell to customers. Often these issues are identified prior to the shipment of the products and may cause delays in shipping products to customers, or even the cancellation of orders by customers. Sometimes, we discover quality issues in the products after they have been shipped to our customers, requiring us to resolve such issues in a timely manner that is the least disruptive to our customers, particularly in light of the mission-critical nature of our communications products. Such pre-shipment and post- shipmentpost-shipment quality issues can have legal, financial and reputational ramifications, including: (i) delays in the recognition of revenue, loss of revenue or future orders, (ii) customer-imposed penalties for failure to meet contractual requirements, (iii) increased costs associated with repairing or replacing products, and (iv) a negative impact on our goodwill and brand name reputation.

There is increasing scrutiny and evolving expectations from investors, customers, lawmakers, regulators and other stakeholders on ESG-related practices and disclosures, including those related to environmental stewardship, climate change, diversity, equity and inclusion, forced labor, racial justice and workplace conduct. Regulators have imposed, and likely will continue to impose, ESG-related rules and guidance, which may conflict with one another and impose additional costs on us or expose us to new or additional risks. Moreover, certain organizations that provide information to investors have developed ratings for evaluating companies on their approach to different ESG-related matters, and unfavorable ratings of us or our industries may lead to negative investor sentiment and the diversion of investment to other companies or industries. We are subjecthave elected to income taxesshare publicly our ongoing ESG-related efforts in the U.S.our proxy statement, Corporate Responsibility Report, TCFD Report, and numerous foreign tax jurisdictions.on our corporate website. Our provision for income taxesbusiness may face increased scrutiny related to these activities, and cash tax liability may be negatively impacted by: (i) changes in the mix of earnings taxable in jurisdictions with different statutory tax rates, (ii) changes in tax laws and accounting principles, (iii) changes in the valuation of our deferred tax assets and liabilities, (iv)failure or perceived failure to meet commitments under tax incentive agreements, (v) discovery of new information during the course of tax return preparation, (vi) increases in nondeductible expenses,ESG-related goals or (vii) difficulties in repatriating cash held abroad in a tax- efficient manner.

The performance of our CEO, senior management and other key employees such as engineers and other technical employees is critical to our success. If we are unable to retain talented, highly qualifiedhighly-qualified senior management, engineers and other key employees or attract them when needed, it could negatively impact our business.

We rely on the experience of our senior management, most of whom have been with the Companyus for many years and as a result have specific knowledge relating to us and our industry that is difficult to replace and competition for management with

Global economic and political conditions, including impacts from the inflationary cost environment, continue to be challenging for many of our government and enterprise markets, as successful aseconomic growth in many countries has remained low or declined, currency fluctuations have impacted profitability, credit markets have remained tight for certain counterparties of ours and some of our competitors at recruiting, assimilating, retainingcustomers are dependent on government grants to fund purchases of our products and utilizingservices.

In addition, conflicts in the Middle East and elsewhere have created many economic and political uncertainties that continue to impact worldwide markets, including impacts relating to new or increased tariffs and potential trade wars, and threats to national security vulnerabilities linked to country of origin. The length of time these highly-skilled personnel,adverse economic and political conditions may persist is unknown.

Although we engaged in pension de-risking activities in 2014, we continue toWe have large underfunded pension obligations, in part resulting from the fact that we retained almost all of the U.S. pension liabilities and a major portion of our non-U.S. pension liabilities following our divestitures, including the distribution of Motorola Mobility, the sale of our Networks business and the sale of our Enterprise business.past divestitures. The funding position of our pension plans is affected by the performance of the financial markets, particularly the equity and debt markets, and the interest rates used to calculate our pension obligations for funding and expense purposes. Minimum annual pension contributions are determined by government regulations and calculated based upon our pension funding status, interest rates, and other factors. If the financial markets perform poorly, we have been and could be required to make additional large contributions. The equity and debt markets can be volatile, and therefore our estimate of future contribution requirements can change dramatically in relatively short periods of time. Similarly, changes in interest rates can affect our contribution requirements. In volatile capital market environments, the uncertainty of material changes in future minimum required contributions increases.

We contributed approximately 17,200 granted patentsare rated investment grade by all three national rating agencies. Any downward changes by the rating agencies to our credit rating may negatively impact the value and approximately 8,000 pending patent applications worldwide to Motorola Mobilityliquidity of both our debt and equity securities. Under certain circumstances, an increase in connectionthe interest rate payable by us under our revolving credit facility, if any amounts are borrowed under such facility, could negatively affect our operating cash flows. In addition, a downgrade in our credit ratings could limit our ability to: (i) access the capital markets or bank credit markets, (ii) issue commercial paper (iii) provide performance bonds, bid bonds, standby letters of credit and surety bonds, (iv) hedge foreign exchange risk, (v) fund our foreign affiliates, (vi) sell receivables, and (vii) obtain favorable trade terms with the distribution. We also transferred approximately 2,700 granted patents and approximately 800 pending patent applications to Zebra in connection with the sale of the Enterprise business. Although we have a worldwide, perpetual, royalty-free license to these patents and other intellectual property rights, we no longer own them. As a result we are unable to leverage these intellectual property rights for purposes of generating licensing revenue or entering into favorable licensing arrangements with third-parties. As a resultsuppliers. In addition, we may incur increased license feesavoid taking actions that would otherwise benefit us or litigation costs. Although we cannot predictour stockholders, such as engaging in certain acquisitions or engaging in stock repurchases, that would negatively impact our credit rating.

We are subject to a wide range of product regulatoryconduct business through our subsidiaries in many different countries, and safety, consumer, worker safety and environmental laws that continue to expand and could impact our ability to grow our business, could subject us to unexpected costs and liabilities and could impact our financial performance.

None.

WeIn addition to the matter referenced below, we are a defendant in various lawsuits,subject to legal proceedings and claims that have not been fully resolved and actions, which arisehave arisen in the normalordinary course of business. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on our consolidated financial position, liquidity or results of operations. However, an unfavorable resolution could have a material adverse effect on our consolidated financial position, liquidity or results of operations in the periods in which the matters are ultimately resolved, or in the periods in which more information is obtained that changes management's opinion of the ultimate disposition.

Not applicable.

The following are the persons who wereare the executive officers of Motorola Solutions,the Company, their ages, and their current titles as of February 16, 201815, 2024 and the positions they have held during the last five years with the Company:Company or as otherwise noted:

Gregory Q. Brown; age 57;63; Chairman and Chief Executive Officer since May 3, 2011.

James A. Bonanotte;Niewiara; age 53;55; Senior Vice President, General Counsel since February 1, 2023; Senior Vice President, Commercial Law, Litigation, Antitrust & Intellectual Property from April 2020 to January 2023; Corporate Vice President, Lead Counsel, Commercial Law, Litigation & Antitrust from May 2019 to April 2020; and Corporate Vice President, Lead Counsel, Americas, Sales & Product Operations from January 2017 to May 2019.

Jason J. Winkler; age 49; Executive Vice President and Chief Financial Officer since November 13, 2013; Corporate Vice President and Acting Chief Financial Officer from August 2013 to November 2013; and Corporate Vice President, Finance, Sales and Field Operations, from October 2012 to August 2013.

Mark S. Hacker;Cynthia M. Yazdi; age 46; Executive Vice President, General Counsel and Chief Administrative Officer since January 21, 2015;59; Senior Vice President, and General Counsel from June 2013 to January 2015; and Corporate Vice President, Law, Sales and Product Operations, International and Legal Operations from January 2013 to June 2013.

Information regarding securities authorizedDuring 2023, we declared regular quarterly dividends of $0.88 per share of our common stock for issuance under equity compensation plans is incorporated by referenceeach of the first three quarters of fiscal 2023, and $0.98 per share of our common stock for the fourth quarter of fiscal 2023. While we expect to continue to pay comparable regular quarterly dividends in 2024, any future dividend payments will be at the discretion of our Board of Directors and will depend upon our profits, financial requirements and other factors, including legal restrictions on the payment of dividends, general business conditions and such other factors as our Board of Directors deems relevant.

On December 15, 2023, the Company issued 15,831 shares of common stock in connection with the acquisition of IPVideo Corporation to certain former shareholders of IPVideo Corporation. The stock was issued for an aggregate grant-date fair value of $5 million that will be expensed over an average service period of 1 year. The foregoing transaction did not involve any underwriters, any underwriting discounts or commissions, or any public offerings. The shares with respect to the information undertransaction were issued in reliance upon the caption “Equity Compensation Plan Information” of Motorola Solutions’ Proxy Statement for the 2018 Annual Meeting of Stockholders. The remainderexemption from registration provided by Section 4(a)(2) of the response to this Item incorporates by reference Note 16, “Quarterly and Other Financial Data (unaudited)”Securities Act of the Notes to Consolidated Financial Statements appearing under “Item 8: Financial Statements and Supplementary Data.’’1933, as amended, in a privately negotiated transaction not involving any public offerings or solicitations.

The following table provides information with respect to acquisitions by the Company of shares of its common stock during the quarter ended December 31, 2017.2023.

The following graph compares the five-year cumulative total shareholder returns of Motorola Solutions, Inc., the S&P 500 Index and the S&P Communications Equipment Index.

This graph assumes $100 was invested in the stock or the indices on December 31, 20122018 and reflects the paymentreinvestment of dividends.

*    Amounts attributable to Motorola Solutions, Inc. common shareholders.

**    Percentages may not add due to rounding.

Net sales were $6.4 billion in 2017, up $342increased by $866 million, or 6%10%, compared to $6.0 billion2022. The 9% increase in 2016, reflecting solid demand acrossnet sales within the globe for our productsProducts and services.Systems Integration segment was driven by a 20% increase in the International region and a 5% increase in the North America region. The 10% increase in the Software and Services segment was driven by a 16% increase in the North America region and a 1% increase within the International region. The increase in net sales is reflective ofincluded:

The 9% increase in the Products and Systems Integration segment Systems net sales increased in the Americas, while Devices net sales increased in every region. Services net sales increased,was driven by the acquisitions of Airwave, Interexport, Spillman Technologies and Kodiak Networks andfollowing:

Gross margin was $3.0 billion, or 47.4%49.8% of net sales in 2017,2023 compared to $2.9 billion, or 47.5%46.4% of net sales in 2016.2022. The primary drivers of this increase in gross margin as a percentage of net sales were: