Edgar Filing: Motorola Solutions, Inc.

Broker Non-Votes

Form 8-K

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 2, 2011

Motorola Solutions, Inc.

(Exact Name of Registrant as Specified in Charter)

DELAWARE

(State or Other Jurisdiction of Incorporation)


1-7221		36-1115800
(Commission File Number)		(IRS Employer Identification No.)

1303 East Algonquin Road Schaumburg, Illinois		60196
(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)

¨	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))

Item 5.07 Submission of Matters to a Vote of Security Holders.

The Company held its annual meeting of stockholders on May 2, 2011, and the following matters were voted on at that 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		257,479,128		3,430,553		224,939		27,977,336
William J. Bratton		250,174,617		10,678,728		281,275		27,977,336
David W. Dorman		241,466,407		19,395,737		272,476		27,977,336
Michael V. Hayden		258,497,339		2,358,374		278,907		27,977,336
Vincent J. Intrieri		225,531,355		35,195,129		408,136		27,977,336
Judy C. Lewent		258,509,532		2,294,963		330,125		27,977,336
Samuel C. Scott III		239,510,259		21,351,895		272,466		27,977,336
John A. White		257,358,525		3,530,168		245,927		27,977,336

2.	The stockholders approved, on an advisory (non-binding) basis, the Company’s executive compensation, by the votes set forth in the table below:

3.	The stockholders approved, on an advisory (non-binding) basis, the holding of an advisory (non-binding) vote on executive compensation on an annual basis, by the votes set forth in the table below:


One-Year Frequency Vote	Two-Year Frequency Vote	Three-Year Frequency Vote	Abstain	Broker Non-Votes

235,812,669	1,072,123	23,532,606	717,222	27,977,336

Based upon these results, the Board of Directors determined to hold an annual advisory vote on executive compensation.

4.	The reapproval of the material terms for performance-based awards under the Motorola Solutions Omnibus Incentive Plan of 2006 was approved by the stockholders, by the votes set forth in the table below:

5.	The ratification of the appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2011 was ratified by the stockholders, by the votes set forth in the table below:

6.	A shareholder proposal on human rights policy was defeated by the stockholders, by the votes set forth in the table below.

Item 8.01. Other Events.

On May 3, 2011, Gregory Q. Brown was appointed Chairman and Chief Executive Officer and David W. Dorman was appointed Lead Independent Director.

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.