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What changed in Motorola Solutions's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Motorola Solutions's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+385 added−425 removedSource: 10-K (2026-02-12) vs 10-K (2025-02-14)

Top changes in Motorola Solutions's 2025 10-K

385 paragraphs added · 425 removed · 295 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

73 edited+11 added−28 removed24 unchanged
Biggest changeRisk Factors" of this Form 10-K for a discussion of the risks and uncertainties associated with our Airwave contract with the U.K. 8 Recent Acquisitions Segment Technology Acquisition Description Purchase Price Date of Acquisition Software and Services Command Center 3tc Software Provider of control room software solutions. $22 million and share-based compensation of $4 million October 29, 2024 Software and Services Command Center Noggin Provider of cloud-based business continuity planning, operational resilience and critical event management software. $91 million and share-based compensation of $19 million July 1, 2024 Software and Services Video Security and Access Control Unnamed vehicle location and management solutions business Provider of vehicle location and management solutions. $132 million and share-based compensation of $3 million July 1, 2024 Products and Systems Integration Video Security and Access Control Silent Sentinel Provider of specialized, long-range cameras. $37 million February 13, 2024 Products and Systems Integration Video Security and Access Control IPVideo Creator of a multifunctional safety and security device. $170 million and share-based compensation of $5 million December 15, 2023 Software and Services Command Center Rave Mobile Provider of mass notification and incident management services. $553 million and share-based compensation of $2 million December 14, 2022 Products and Systems Integration LMR Communications Futurecom Provider of radio coverage extension solutions. $30 million October 25, 2022 Products and Systems Integration LMR Communications Barrett Communications Provider of specialized radio communications. $18 million August 8, 2022 Products and Systems Integration Video Security and Access Control Videotec Provider of ruggedized video security solutions. $23 million and share-based compensation of $4 million May 12, 2022 Software and Services Video Security and Access Control Calipsa Provider of cloud-native advanced video analytics. $39 million and share-based compensation of $4 million April 19, 2022 Software and Services LMR Communications TETRA Ireland Provider of Ireland's National Digital Radio Service. $120 million March 23, 2022 Products and Systems Integration Software and Services Video Security and Access Control Ava Provider of cloud-native video security and analytics. $388 million and share-based awards and compensation of $7 million March 3, 2022 9 Research and Development We prioritize investments in research and development ("R&D") to expand and improve our products through both new product introductions and continuous enhancements to our core products.
Biggest changeRecent Acquisitions Segment Technology Acquisition Description Purchase Price Date of Acquisition Software and Services Video Security and Access Control Blue Eye Provider of AI-powered enterprise remote video monitoring ("RVM") services. $79 million and share-based compensation of $1 million November 18, 2025 Products and Systems Integration & Software and Services Mission Critical Networks Silvus Technologies Designer and developer of software-defined high-speed MANET technology. $4.4 billion and share-based compensation of $20 million August 6, 2025 Software and Services Command Center Theatro Creator of AI and voice-powered communication and digital workflow software for frontline workers. $174 million and share-based compensation of $5 million March 6, 2025 Software and Services Command Center RapidDeploy Provider of cloud-native 911 solutions. $240 million and share-based compensation of $6 million February 21, 2025 Software and Services Command Center 3tc Software Provider of control room software solutions. $23 million and share-based compensation of $4 million October 29, 2024 Software and Services Command Center Noggin Provider of cloud-based business continuity planning, operational resilience and critical event management software. $92 million and share-based compensation of $19 million July 1, 2024 Software and Services Video Security and Access Control Unnamed vehicle location and management solutions business Provider of vehicle location and management solutions. $132 million and share-based compensation of $3 million July 1, 2024 Products and Systems Integration Video Security and Access Control Silent Sentinel Provider of specialized, long-range cameras. $37 million February 13, 2024 Products and Systems Integration Video Security and Access Control IPVideo Creator of a multifunctional safety and security device. $170 million and share-based compensation of $5 million December 15, 2023 8 Research and Development We prioritize investments in research and development ("R&D") to expand and improve our products through both new product introductions and continuous enhancements to our core products.
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 America. A portion of our contracts include implementation milestones, such as delivery, installation, and system acceptance, which generally take six months to two years to complete.
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 North America. A portion of our contracts include implementation milestones, such as delivery, installation and system acceptance, which generally take six months to two years to complete.
Government Regulations Environment, Worker Health and Safety & Climate Regulations Some of our operations, both ongoing and discontinued, are 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.
Government Regulations Environment, Worker Health and Safety Some of our operations, both ongoing and discontinued, are 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.
We deploy video security and access control solutions to thousands of government and enterprise customers around the world, including schools, transportation systems, healthcare centers, public venues, commercial real estate, utilities, prisons, factories, casinos, airports, financial institutions, government facilities, state and local law enforcement agencies and retailers.
We deploy video security and access control solutions to thousands of government, public safety and enterprise customers around the world, including schools, transportation systems, healthcare centers, public venues, commercial real estate, utilities, prisons, factories, casinos, airports, financial institutions, government facilities, state and local law enforcement agencies and retailers.
Material Dispositions None. 12 Available Information We make available free of charge through the Investor Relations section of our website, www.motorolasolutions.com/investors , our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, other reports filed under the Securities Exchange Act of 1934, as amended (“Exchange Act”), and all other reports and amendments filed with, or furnished to, the SEC simultaneously or as soon as reasonably practicable after such material is electronically filed with, or furnished to, the SEC.
Material Dispositions None. 11 Available Information We make available free of charge through the Investor Relations section of our website, www.motorolasolutions.com/investors , our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, other reports filed under the Securities Exchange Act of 1934, as amended (“Exchange Act”), and all other reports and amendments filed with, or furnished to, the SEC simultaneously or as soon as reasonably practicable after such material is electronically filed with, or furnished to, the SEC.
We also manufacture, assemble, customize, stage and integrate products in the U.S. Labor is generally available in reasonable proximity to our manufacturing facilities and the manufacturing facilities of our largest outsourced manufacturing suppliers.
We also manufacture, assemble, customize, stage and integrate products in the U.S. 9 Labor is generally available in reasonable proximity to our manufacturing facilities and the manufacturing facilities of our largest outsourced manufacturing suppliers.
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.
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.
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 another example, we provide WAVE PTX push-to-talk offerings with and without telecommunications connectivity in various countries internationally.
For example, we are a provider of selective routing services for 911 calls in the U.S., which subjects us to various regulations, including those for 911 service reliability. As another example, we provide WAVE PTX push-to-talk offerings with and without telecommunications connectivity in various countries internationally.
As part of our compensation philosophy, we strive to offer and maintain market-competitive wages, incentives and benefits for our employees to attract and 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.
As part of our compensation philosophy, we strive to offer and maintain market-competitive wages, incentives and benefits to attract and 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.
In addition, replacement parts are stocked for delivery on customer demand within a short delivery cycle. 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.
In addition, replacement parts are stocked for delivery on customer demand within a short delivery cycle. We currently procure certain materials and components, inclusive of memory, from single-source vendors. A material disruption from a single-source vendor may have a material adverse impact on our results of operations.
Given the mission-critical nature of our customers’ operational environments, we aim to design the LMR networks they rely on for availability, security and resiliency. We have a comprehensive approach to system upgrades that addresses hardware, software and implementation services.
Given the mission-critical nature of our customers’ operational environments, we aim to design the mission-critical networks they rely on for reliability, availability, security and resiliency. We have a comprehensive approach to system upgrades that addresses hardware, software and implementation services.
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 when it is necessary to protect our innovation, or in some cases where attempts to negotiate mutually-agreeable licenses are not successful.
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 when necessary to protect our innovation, or in some cases where attempts to negotiate mutually agreeable licenses are not successful.
The interplay of technologies, guided by our deep knowledge of public safety and enterprise workflows, delivers customers one connected system to unify their critical communications, video security, access control, data, and analytics streams. We experience widespread competition from a growing number of existing and new competitors.
The interplay of technologies, guided by our deep knowledge of public safety, government, including defense, and enterprise workflows, delivers customers one connected system to unify their critical communications, video security, access control, data, and analytics streams. We experience widespread competition from a growing number of existing and new competitors.
As needed, we may subcontract work to other companies to fulfill customer needs in geographical areas that we do not have coverage for or for additional services that we do not provide. 10 Natural gas, electricity and, to a lesser extent, oil are the primary sources of energy for our manufacturing operations.
As needed, we may subcontract work to other companies to fulfill customer needs in geographical areas where we do not have coverage or for additional services we do not provide. Natural gas, electricity and, to a lesser extent, oil are the primary sources of energy for our manufacturing operations.
Artificial Intelligence and Biometrics Regulations The U.S. federal government and many state and local governments have adopted or are considering laws or regulations governing the use of AI and biometrics, including facial recognition and license plate recognition technology, which in some instances cover certain products and services we offer.
Artificial Intelligence and Biometrics Regulations The U.S. federal government and many state and local governments have adopted or are considering laws or regulations governing the use of AI and biometrics, including facial recognition, license plate recognition technology and AI-generated police reports, which in some instances cover certain products and services we offer.
Given the growing volume of video content, we believe that analytics are critical to delivering meaningful, action-oriented insights. Our view is that these insights can help to proactively detect an important event in real time as well as reactively search video content to detect an important event that occurred in the past.
Given the growing volume of video content, we believe that AI-powered analytics are critical to delivering meaningful, action-oriented insights. Our view is that these insights can help to proactively detect an important event in real time as well as reactively search video content to investigate an important event that occurred in the past.
Radio Spectrum Regulations Radio spectrum is required to provide wireless voice, data and video communications services. The allocation of frequencies is regulated in the U.S. and other countries and limited spectrum is allocated to wireless services, including commercial and public safety users. We manufacture and market products and provide services in spectrum bands already allocated by regulatory bodies.
Radio Spectrum Regulations Radio spectrum is required to provide wireless voice, data and video communications services. The allocation of frequencies is regulated in the U.S. and other countries and limited spectrum is allocated to wireless services, including enterprise, public safety and government users. We manufacture and market products and provide services in spectrum bands already allocated by regulatory bodies.
Additionally, our on-premises fixed video systems can be connected to the cloud, providing our customers with the ability to securely access and manage video across their sites from a remote or central monitoring location. We believe that governments, public safety agencies and enterprises are increasingly turning to scalable, cloud-based multi-factor authentication access control to make their facilities more secure.
Additionally, our on-premises fixed video systems can be connected to the cloud, enabling our customers to securely access and manage video across their sites from a remote or central monitoring location. We believe that governments, public safety agencies and enterprises are increasingly turning to scalable, cloud-based multi-factor authentication access control to make their facilities more secure.
Our customers’ systems often have multi-year or multi-decade lifespans that help drive demand for software upgrades, device and infrastructure refresh opportunities, as well as additional services to monitor, manage, maintain and secure these complex networks and solutions. We strive to deliver services to our customers that help improve performance across their systems, devices and applications for greater safety and productivity.
Our customers’ systems often have multi-year or multi-decade lifespans that help drive demand for software upgrades, as well as additional services to monitor, manage, maintain and secure these complex networks and solutions. We strive to deliver services to our customers that help improve performance across their systems, devices and applications for greater safety and productivity.
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.
We believe that our patent portfolio will continue to provide us with a competitive advantage in our core product areas and provide leverage in the development of future technologies. While we are not dependent on a single patent or even a few patents, we do have patents that protect features and functionality of our products and services.
Our website and the information contained therein or incorporated therein are not incorporated by reference into and are not a part of this Form 10-K. 13
Our website and the information contained therein or incorporated therein are not incorporated by reference into and are not a part of this Form 10-K. 12
Our view is that complementary data applications such as these enable government, public safety and enterprise customers to work more efficiently and safely, while maintaining their mission-critical voice communications to remain connected and working in collaboration with others.
Our view is that complementary data applications such as these enable our customers to work more efficiently and safely, while maintaining their mission-critical voice communications to remain connected and working in collaboration with others.
As new system releases become available, we work with our customers to upgrade software, hardware, or both, with respect to site controllers, comparators, routers, LAN switches, servers, dispatch consoles, logging equipment, network management terminals, network security devices such as firewalls and intrusion detection sensors, on-site or remotely.
As new system releases and data security updates become available, we work with our customers to upgrade software, hardware, or both. This may include site controllers, comparators, routers, LAN switches, servers, dispatch consoles, logging equipment, network management terminals, network security devices such as firewalls and intrusion detection sensors, on-site or remotely.
Our software is designed to complement video hardware systems, providing end-to-end video security to help keep people, property and places safe. Our video network management software is embedded with AI-powered analytics to deliver operational insights to our customers by bringing attention to important events within their video footage.
Our software is designed to complement video hardware systems, providing end-to-end video security to help keep people, property and places safe. Our video software integrates AI-powered analytics to deliver operational insights to our customers by bringing attention to important events within their video footage.
We seek to obtain patents, copyright registrations, and trademark registrations to protect our proprietary positions whenever possible and wherever practical. As of December 31, 2024, we owned approximately 6,485 granted patents in the U.S. and foreign countries and had approximately 725 U.S. and foreign patent applications pending. Foreign patents and patent applications are mostly counterparts of our U.S. patents.
We seek to obtain patents, copyright registrations and trademark registrations to protect our proprietary positions whenever possible and wherever practical. As of December 31, 2025, we owned approximately 6,630 granted patents in the U.S. and foreign countries and had approximately 690 U.S. and foreign patent applications pending. Foreign patents and patent applications are mostly counterparts of our U.S. patents.
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 technology platform to include an integrated suite of physical security solutions via our Video and Command Center capabilities.
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 LMR focus to include an integrated suite of physical security solutions via our Video and Command Center capabilities, complemented by our MANET solutions.
We have a portfolio of U.S. and foreign utility and design patents relating to our products, systems and technologies, including developments in radio frequency technology and circuits, wireless network technologies, over-the-air protocols, mission-critical communications, software and services, video security and access control, and next-generation enterprise and public safety. Each year, we also file new patent applications with the U.S.
We have a portfolio of U.S. and foreign utility and design patents relating to our products, systems and technologies, including developments in radio frequency technology and circuits, wireless network technologies, drone technologies, over-the-air protocols, mission-critical communications, software and services, video security and access control, and next-generation enterprise and public safety.
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 our Company’s success. We believe the next big idea can come from anyone, anywhere, at any time.
Our goal is to foster a workplace where our employees feel that their unique perspectives and abilities drive both personal growth and our Company’s success. We believe the next big idea can come from anyone, anywhere, at any time.
As of December 31, 2024, we employed approximately 21,000 people globally with 51% in the North America region and 49% in the International region. Of our total global employees, 40% were employed in engineering.
As of December 31, 2025, we employed approximately 23,000 people globally, with 51% in the North America region and 49% in the International region. Of our total global employees, approximately 40% were employed in R&D and engineering.
Our Video services include our "video-as-a-service" subscription-based offerings for law enforcement, simplifying procurement by bundling hardware and software into a single subscription. For example, body cameras and in-car video systems can be paired with either on-premises or cloud-based digital evidence management software and complementary command center products.
Our Video services include our "hardware-as-a-subscription" offerings for law enforcement, simplifying procurement by offering cameras in a predictable subscription. Our body cameras can be paired with either on-premises or cloud-based digital evidence management software and complementary command center products.
Primary sources of revenue for this technology come from selling devices and building communications systems, including the installation and integration of our infrastructure equipment within our customers’ technology environments. The LMR technology within the Products and Systems Integration segment represented 83% of the net sales of the total segment in 2024.
Primary sources of revenue for this technology come from selling devices and building communications systems, including the installation and integration of our infrastructure equipment within our customers’ operations. The MCN technology within the Products and Systems Integration segment represented 84% of the net sales of the total segment in 2025.
Patent and Trademark Office and foreign patent offices. We license some of our patents to third-parties, but licensing is not a significant source of revenue for our business. We are also licensed to use certain patents owned by others.
Each 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 is not a significant source of revenue for our business. We are also licensed to use certain patents owned by others.
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. In addition, we import materials and components that are subject to import duties.
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.
Our major competitors within our LMR, Video and Command Center technologies include the following companies: Technology Competitor LMR Airbus, BK Technologies, Hytera, iCOM, JVCKenwood Corporation, L3Harris Technologies, RCA, Samsung, Sepura, Tait, Zebra Video Allegion, Assa Abloy, Axis Communications, Axon Enterprise, Bosch, Brivo, Dahua Technology Company, dormakaba, Eagle Eye Networks, Flock, Genetec, Hanwha Group, Hikvision, Honeywell, Johnson Controls, Milestone Systems, Rhombus, Spectrum Brands, Verkada Command Center AlertMedia, Axon Enterprise, Carbyne, CentralSquare Technologies, Comtech Telecommunications, Everbridge, Hexagon, Intrado, Mark43, NICE Public Safety, Onsolve, Oracle Public Safety, Tyler Technologies, Versaterm Other Information Backlog Our backlog includes orders that have been received and are believed to be firm.
Our major competitors within our MCN, Video and Command Center technologies include the following companies: Technology Competitor MCN Airbus, BK Technologies, DTC, Doodle Labs, Hytera, iCOM, JVCKenwood Corporation, L3Harris Technologies, Persistent Systems, RCA, Samsung, Sepura, Tait, TrellisWare Technologies, Zebra Video Axis Communications, Axon Enterprise, Bosch, Brivo, Dahua Technology Company, Eagle Eye Networks, ECAM, Flock, Genetec, Hanwha Group, Hikvision, Honeywell, Johnson Controls, Milestone Systems, NetWatch, Pro-Vigil, Rhombus, Verkada Command Center AlertMedia, AT&T, Axon Enterprise, Carbyne, CentralSquare Technologies, Comtech Telecommunications, Everbridge, Hexagon, Intrado, Mark43, Crisis24, Oracle Public Safety, RapidSOS, Tyler Technologies, Versaterm 7 Other Information Backlog Our backlog includes orders that have been received and are believed to be firm.
During 2024, we were granted approximately 265 patents in the U.S. and in foreign countries.
During 2025, we were granted approximately 295 patents in the U.S. and in foreign countries.
Certain aspects of our operations and supply chain have become, and are expected to become, increasingly subject to federal, state, local and international laws, regulations and international treaties and industry standards relating to climate change and other environmental and social impacts, risks and opportunities.
Certain products of ours are subject to various federal, state, local and international laws governing chemical substances in products. Certain aspects of our operations and supply chain have become, and are expected to become, increasingly subject to federal, state, local and international laws, regulations and international treaties and industry standards relating to environmental and social impacts, risks and opportunities.
The LMR technology within the Software and Services segment represented 60% of the net sales of the total segment in 2024. Video Video software includes video network management software, decision management and digital evidence management software, certain mobile video equipment and advanced vehicle location data analysis software, including license plate recognition.
The MCN technology within the Software and Services segment represented 58% of the net sales of the total segment in 2025. 5 Video Video software includes video network management and access control software, decision management and digital evidence management software, certain mobile video equipment and advanced vehicle location data analysis software, including license plate recognition, site protection, mailroom and visitor management software.
Difficulties in obtaining any of the aforementioned resources, or significant cost increases, could affect our financial results. For a description of risks related to our supply chain, our utilization of third-parties to manufacture our products, and our use of the services of subcontractors, refer to "Part 1. Item 1A. Risk Factors: of this Form 10-K.
For a description of risks related to our supply chain, our utilization of third parties to manufacture our products, and our use of the services of subcontractors, refer to "Part 1. Item 1A. Risk Factors: of this Form 10-K.
Risk Factors” of this Form 10-K. 11 Human Capital Management 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 our customers.
For a description of the risks we face related to these and other regulatory matters, refer to “Part 1. Item 1A. Risk Factors” of this Form 10-K. 10 Human Capital Management 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 our customers.
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.
While each technology individually strives to make users safer and more productive, we believe we can enable better outcomes for our customers by uniting these technologies as a comprehensive integrated safety and security system.
As of December 31, 2024 and December 31, 2023, our backlog was as follows: December 31 (In millions) 2024 2023 Products and Systems Integration $ 4,135 $ 4,993 Software and Services 10,562 9,266 $ 14,697 $ 14,259 7 Approximately 57% of the Products and Systems Integration segment backlog and 24% of the Software and Services segment backlog is expected to be recognized as revenue during 2025.
As of December 31, 2025 and December 31, 2024, our backlog was as follows: December 31 (In millions) 2025 2024 Products and Systems Integration $ 3,812 $ 4,135 Software and Services 11,930 10,562 $ 15,742 $ 14,697 Approximately $4.8 billion of backlog is expected to be recognized as revenue during 2026.
For example, AI-powered analytics can highlight a person at a facility out of hours (unusual activity), locate a missing child at a theme park (appearance search), flag a vehicle of interest at a school (license plate recognition), send an alert if doors to a restricted area are propped open at a hospital (access control), or trigger a school's customized lockdown plan while simultaneously alerting first responders and sharing video footage from inside the school. 5 Our cloud technologies can offer organizations the ability to access, search and manage their video security, intrusion and access control system from a centralized dashboard, accessible on remote devices such as smartphones and laptops.
For example, AI-powered analytics can highlight a person at a facility out of hours (unusual activity), locate a missing child at a theme park (appearance search), automate video verification workflows for building access (site protection), flag a vehicle of interest at a school (license plate recognition), send an alert if doors to a restricted area are propped open at a hospital (access control), trigger a school's customized lockdown plan while simultaneously alerting first responders and sharing the school's video footage (decision management) or redact people and objects in video evidence for investigations (digital evidence management).
We also offer High Frequency (HF) and Very High Frequency (VHF) communications technology to military, government and relief agency customers who require dynamic and mobile point-to-point voice communications in remote environments without the need for fixed infrastructure.
Additionally, through our MANET and High Frequency (HF) and Very High Frequency (VHF) communications technologies, we support defense, government and disaster relief agency customers that require dynamic, mobile and tactical point-to-point voice and data communications in remote or contested environments without the need for fixed infrastructure.
Our largest customer is the U.S. government (through multiple contracts with its various branches and agencies, including the armed services) representing approximately 9% of our consolidated net sales in 2024.
The independent software vendors offer customized applications that meet the specific needs of the customers we serve. 6 Our largest customer is the U.S. government (through multiple contracts with its various branches and agencies, including the armed services), representing approximately 8% of our consolidated net sales in 2025.
Our R&D programs are focused on the development of LMR Communications, Video and Command Center. R&D expenditures were $917 million in 2024, $858 million in 2023 and $779 million in 2022. As of December 31, 2024, we had approximately 9,000 employees engaged in R&D activities.
Our R&D programs are focused on the development of MCN, Video and Command Center. R&D expenditures were $970 million in 2025, $917 million in 2024 and $858 million in 2023. As of December 31, 2025, we had approximately 40% of our employees engaged in R&D and engineering globally, with principal facilities in the United States, Poland and Malaysia.
As of December 31, 2024, the duties and tariffs we are subject to did not have a significant impact on our financial results. We engage with global contract manufacturers who manufacture the majority of our products, across a diverse network of manufacturing locations worldwide, including facilities for our products in Mexico, Malaysia and Canada.
We engage with global contract manufacturers who manufacture the majority of our products across a diverse network of manufacturing locations worldwide, including facilities for our products in Mexico and Malaysia.
We invest in a broad spectrum of programs each year to support all employees globally, including our business councils that are open to all employees to enable networking and engagement across the company. We continued to see high levels of employee participation in 2024.
We are committed to fostering a culture where all our employees can thrive, our customers and communities are supported and our partners recognize and share in our values. We invest in a broad spectrum of programs each year to support employees globally, including our business councils that are open to all employees to enable networking and engagement across the Company.
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 collective success of our customers and communities.
We strive for business growth by creating a supportive and inclusive environment where employees feel engaged, connected to our business and invested in the collective success of our customers and communities. Our human resources team works with business functional leaders to perform annual talent reviews, assessing every team member's performance and identifying development opportunities.
The Company has invested across these three technologies organically and through acquisitions to evolve its LMR focus and expand its safety and security products and services. Our strategy is to generate value through our technologies that help meet the changing needs of our customers around the world in protecting people, property and places.
Our strategy is to generate value through our technologies that help meet the changing needs of our customers around the world in protecting people, property and places.
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.
This collaboration is clearly illustrated in a school setting: When a teacher presses a panic button, our technologies can automatically notify local law enforcement, trigger a lockdown to secure all entries, share live video feeds with first responders and send mass notifications to key stakeholders.
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 the specific needs of the customers we serve.
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.
Software and Services Segment In 2024, the segment’s net sales were $3.9 billion, representing 36% of our consolidated net sales. LMR Communications LMR Communications services include support and managed services, which offer a broad continuum of support for our customers.
The Video technology within the Products and Systems Integration segment represented 16% of the net sales of the total segment in 2025. Software and Services Segment In 2025, the segment’s net sales were $4.4 billion, representing 38% of our consolidated net sales. MCN MCN services include support and managed services, which offer a broad continuum of support for our customers.
Our cloud solutions are also sold as-a-service, available as single-year to multi-year hosted services, supporting our customers with upgrades and software enhancements to help ensure system performance and technological advancement. The Video technology within the Software and Services segment represented 20% of the net sales of the total segment in 2024.
Our cloud solutions are also sold as-a-service, available from single-year to multi-year hosted services, supporting our customers with upgrades and software enhancements to help ensure system performance and technological advancement. We also provide central monitoring services for customers who prefer a turnkey offering.
We believe that public safety agencies and enterprises continue to trust LMR communications systems and devices because they are purpose-built and designed for reliability, availability, security and resiliency to help keep people connected even during the most challenging conditions. 4 By extending our two-way radios with broadband data capabilities, we strive to provide our customers with greater functionality and multimedia access to the information and data they need in their workflows.
We believe that public safety, government agencies, including defense, and enterprises continue to trust mission-critical communications systems and devices because they are purpose-built and designed for reliability, availability, security and resiliency to help keep people connected even during the most challenging conditions.
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 St., Chicago, Illinois 60661.
Our principal executive offices are located at 500 W. Monroe St., Chicago, Illinois 60661.
The safety of our employees remains a priority, and we continuously strive to provide a safe and injury-free workplace, using our global environmental, health and safety management system to ensure program and reporting consistency at all of our sites. Our general approach includes assessing risks and identifying controls through the use of our comprehensive job hazard and risk assessment tool.
We continued to see high levels of employee participation in 2025. The safety of our employees remains a priority, and we continuously strive to provide a safe and injury-free workplace, using our global environmental, health and safety management system to facilitate program and reporting consistency at our sites.
Similar laws and regulations are being enacted or considered in some jurisdictions outside the U.S., including the EU. Such regulation could impact a number of our products, including video security products that include AI technology.
Similar laws and regulations are being enacted or considered in some jurisdictions outside the U.S., including the EU. Such regulation could impact a number of our products. Compliance with the laws currently in effect described above did not have a material effect upon our capital expenditures, earnings or competitive position in 2023, 2024 and 2025.
Examples include application services such as GPS location to better protect lone workers, job dispatch to assign tasks and work orders and over-the-air programming to optimize device uptime.
By extending our two-way radios with broadband data capabilities, we strive to provide our customers with greater functionality and multimedia access to the information and data they need in their workflows. Examples include application services such as GPS location to better protect lone workers, job dispatch to assign work orders and over-the-air programming to optimize device uptime.
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 school setting.
Our goal is to help dismantle silos and barriers between people and systems, so that data unifies, information flows, operations run and collaboration improves to help strengthen safety and security everywhere. We support public safety and defense agencies in their mission to protect communities and countries.
Our work as a global leader in public safety and enterprise security is grounded in nearly 100 years of close customer and community collaboration. We design and advance technology for more than 100,000 public safety and enterprise customers in over 100 countries, driven by our commitment to help make everywhere safer for all.
Grounded in nearly 100 years of close customer and community collaboration, we design and advance technology for more than 100,000 customers in over 100 countries with the goal of making everywhere safer for all. Our ecosystem of safety and security technologies includes Mission Critical Networks ("MCN"), Video Security and Access Control ("Video") and Command Center.
This comprehensive process fosters growth across our Company by focusing on our high-potential talent and the rigor of succession plan development for our most critical roles.
This is complemented by specialized training that enables these leaders to use our corporate values to guide behaviors and lead teams effectively. This comprehensive process fosters growth across our Company by focusing on high-potential talent and rigorous succession planning development for our most critical roles.
Business Organization We manage our business organizationally through two segments: “Products and Systems Integration” and “Software and Services.” Within these segments, we have three principal product lines in which we report net sales: • LMR Communications: Infrastructure, devices (two-way radio and broadband, including both for public safety and professional and commercial radio ("PCR")) and software that enable communications, inclusive of installation and integration, backed by services, to assure availability, security and resiliency; • Video: Cameras (fixed, body-worn, in-vehicle), access control, sensors, infrastructure, video management, software and artificial intelligence ("AI")-powered analytics that help enable visibility and bring attention to what’s important; and • Command Center: Command center solutions and software applications that unify voice, video, data and analytics from public safety agencies, enterprises and the community to create a broad informational view to help simplify workflows and improve the accuracy and speed of decisions.
MCN includes installation and integration, backed by managed and support services, to help assure mission-critical communications availability, security and resiliency; • Video: Cameras (fixed, body-worn, in-vehicle), access control, sensors, infrastructure, video management, video monitoring, software and AI-powered analytics that enable visibility of events and focus attention on what's important, to inform faster and more accurate decisions and actions; and • Command Center: Command center solutions, software applications and AI-powered capabilities, that unify voice and data from public safety agencies, enterprises and the community, enabling a broad informational view of operations and incidents while helping to accelerate workflows and improve the accuracy, speed and trust of decisions.
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 two-way radio category, including Project 25 (P25), Terrestrial Trunked Radio (“TETRA”) and Digital Mobile Radio (DMR), as well as other PCR solutions.
We are a global leader in the 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, including defense, and enterprise users with our portfolio of devices operating in both low-band and mid-band frequencies.
Organizations such as these utilize video security and access control to verify critical events or incidents in real-time and to provide data to investigate an event or incident after it happens.
Organizations utilize video security and access control to verify critical events or incidents in real time and to provide evidentiary data to investigate an event after it occurs. Our view is that government and public safety customers are increasingly turning to video security technologies to increase visibility, accountability and safety for communities and first responders alike.
Our customer base is fragmented and widespread when considering the many levels of government, public safety agency and private 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 enterprise and industrial customers, requires a significant go-to-market investment.
Our Customers and Contracts We serve government agencies, including defense, state and local public safety agencies, as well as enterprise customers, including schools, hospitals, businesses and stadiums. Our customer base is fragmented and widespread when considering the many levels of government, public safety agency and private sector decision-makers that procure and use our products and services.
Item 1: Business Overview | Solving for safer Motorola Solutions' business is safety and security. Every day we work to deliver on our commitment of helping to create safer communities, safer schools, safer hospitals and safer businesses.
Item 1: Business Overview | Solving for safer Motorola Solutions is a global leader in mission-critical safety and security technologies for public safety, government, including defense, and enterprise customers. Our business is focused on safety and security, driven by our commitment to help create safer communities, safer schools, safer hospitals, safer businesses, and ultimately, safer nations.
We offer structured mentorship and rotational programs and invest in employees’ development and training, enabling them to network, develop and grow their skills to influence the future of public safety and enterprise security. Employees also have access to a wide variety of technical, functional and professional skills learning resources, including virtual, self-directed courses and on-the-job learning opportunities.
We are intensely focused on investing in our employees' growth, offering structured mentorship, rotational programs and a wide array of technical and professional development resources. These opportunities empower our teams to network, build critical skills and actively influence the future of public safety, defense and enterprise security.
Command Center Our Command Center portfolio consists of cloud-native, on-premises and hybrid software solutions that support the complex process of the public safety workflow from "911 call to case closure." From the moment a person contacts 911, an array of individuals engage to gather information, coordinate a response and manage the incident to resolution.
The Video technology within the Software and Services segment represented 21% of the net sales of the total segment in 2025. Command Center Our Command Center portfolio offers cloud-native, on-premises and hybrid software solutions that support the entire public safety workflow, from the initial 911 call through case closure.
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.
Serving this global customer base spanning federal, state, county, province, territory, municipal and departmental independent bodies, along with our enterprise 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.
In addition, other rare earth materials are components used within our semiconductor 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.
In addition, rare earth minerals and other commodities are used in our manufacturing operations. Each of these resources is currently in adequate supply for our operations. Increases in the cost of commodities used in our manufacturing operations and any difficulty in obtaining any of the aforementioned resources could negatively affect our financial results.
As a provider to both public safety and enterprises, our technologies can connect those in need with those who can help, enabling the collaboration that is critical for a more proactive approach to safety and security. We are incorporated under the laws of the State of Delaware as the successor to an Illinois corporation, Motorola, Inc., organized in 1928.
This integrated workflow helps schools to detect, respond to and resolve safety and security threats faster and more effectively. 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.
We support police, fire and other emergency responders to help protect communities, while our base of enterprise customers, including schools, hospitals, businesses and stadiums, continues to grow as the criticality of safety and security becomes increasingly important.
We additionally serve our growing base of enterprise customers, including schools, hospitals, businesses and stadiums, as the criticality of safety and security becomes increasingly important. Across these diverse sectors, our technologies facilitate the connection between those in need and those who can help, enabling the collaboration that is critical for a more proactive approach to safety and security.
The principal products within each segment, by technology, are described below: Products and Systems Integration Segment In 2024, the segment’s net sales were $6.9 billion, representing 64% of our consolidated net sales. LMR Communications Our LMR Communications technology includes infrastructure and devices for LMR, as well as devices for public safety Long Term Evolution (“LTE”) and public carrier LTE.
Across all three technologies, we offer artificial intelligence ("AI")-powered capabilities and software solutions, services such as cybersecurity subscription services and managed and support services. 4 The principal products within each segment, by technology, are described below: Products and Systems Integration Segment In 2025, the segment’s net sales were $7.3 billion, representing 62% of our consolidated net sales.
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We are building and connecting an ecosystem of safety and security technologies to help protect people, property and places, which includes Land Mobile Radio Communications ("LMR" or "LMR Communications"), Video Security and Access Control ("Video") and Command Center.
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Business Organization We manage our business through two segments: “Products and Systems Integration” and “Software and Services.” Within these segments, we report net sales across three principal product lines: • MCN: Infrastructure, mobile ad-hoc network ("MANET") technology, devices (two-way radio and broadband, including both for public safety and professional and commercial radio ("PCR")), software and AI-powered capabilities.
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Across all three technologies, we offer on-premises, cloud-based and hybrid software solutions, and services such as cybersecurity subscription services and managed and support services.
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Following the acquisition of Silvus Technologies Holdings Inc. (“Silvus”) in August 2025, we renamed our "Land Mobile Radio Communications" technology to "Mission Critical Networks." We combined our legacy Land Mobile Radio portfolio with the newly acquired Silvus and now report net sales under MCN. This name change does not require any financial information to be reclassified from previous periods.
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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.
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We have invested across these three technologies organically and through acquisitions to evolve our land mobile radio ("LMR") focus and expand our ecosystem of safety and security products and services.
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Our view is that government and public safety customers are increasingly turning to video security technologies, including fixed and mobile cameras, to increase visibility, accountability and safety for communities and first responders alike. The Video technology within the Products and Systems Integration segment represented 17% of the net sales of the total segment in 2024.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeGlobal economic and political conditions continue to be challenging for many of our government and enterprise markets, as economic 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 customers are dependent on government grants to fund purchases of our products and services. 24 In addition, global conflicts, including the China-Taiwan conflict and those in the Middle East, as well as the results of elections or other political conditions, have created, and could create in the future, many economic and political uncertainties that impact worldwide markets, including impacts relating to new, increased or retaliatory tariffs (including recent U.S. tariffs imposed or threatened to be imposed on China, Canada and Mexico and other countries and any retaliatory actions taken by such countries) and potential trade wars, and threats to national security vulnerabilities linked to country of origin.
Biggest changeGlobal economic and political conditions continue to be challenging for many of our government and enterprise markets, as economic 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 customers are dependent on government grants to fund purchases of our products and services.
Government regulation of radio frequencies may limit the growth of private and public safety narrowband and broadband systems or reduce barriers to entry for new competitors. Radio spectrum is required to provide wireless voice, data, and video communications services.
Government regulation of radio frequencies may limit the growth of private, public safety and government narrowband and broadband systems or reduce barriers to entry for new competitors. Radio spectrum is required to provide wireless voice, data, and video communications services.
Any or all of the foregoing could have a negative impact on our business, financial condition, results of operations, and cash flow. 22 If we are unable to adequately protect our intellectual property, or if we, our customers and/or our suppliers are found to have infringed intellectual property rights of third parties, our competitive position and results of operations may be adversely impacted.
Any or all of the foregoing could have a negative impact on our business, financial condition, results of operations, and cash flow. 22 If we are unable to adequately protect our intellectual property, or if we, our customers and/or our suppliers are found to have infringed intellectual property rights of third-parties, our competitive position, financial condition or results of operations may be adversely impacted.
Accordingly, significant changes in currency exchange rates, particularly the Euro, British pound, Canadian dollar and Australian dollar, has had in the past, and could continue to, cause fluctuations in the reported results of our businesses’ operations that could negatively affect our results of operations.
Accordingly, significant changes in currency exchange rates, particularly the Euro, British pound, Australian dollar and Canadian dollar, has had in the past, and could continue to, cause fluctuations in the reported results of our businesses’ operations that could negatively affect our results of operations.
Risks Related to Our Ability to Grow Our Business As we introduce new products and services and enhance existing products and services in our segments, we may face increased areas of risk related to the success of such products and services that we may not be able to properly assess or mitigate, as well as increased competition and additional compliance obligations, each of which could harm our reputation, market share, results of operations and financial condition or result in additional obligations or liabilities for our business.
Risks Related to Our Ability to Grow Our Business As we introduce new products and services and enhance existing products and services, we may face increased areas of risk related to the success of such products and services that we may not be able to properly assess or mitigate, as well as increased competition and additional compliance obligations, each of which could harm our reputation, market share, results of operations and financial condition or result in additional obligations or liabilities for our business.
As a provider of mission-critical physical security products and services for both public safety and enterprise customers in 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’s and our customers’ sensitive information and intellectual property.
As a provider of mission-critical physical security products and services for public safety, defense and enterprise customers in 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’s and our customers’ sensitive information and intellectual property.
Outcomes from these continuing examinations may have a negative impact on our future financial condition and operating results. 21 Certain tax policy efforts, including the Organization for Economic Co-operation and Development’s Base Erosion and Profit Shifting Project, the European Commission’s state aid investigations, and other initiatives could have an adverse effect on the taxation of international businesses.
Outcomes from these continuing examinations may have a negative impact on our future financial condition and operating results. Certain tax policy efforts, including the Organization for Economic Co-operation and Development’s Base Erosion and Profit Shifting Project, the European Commission’s state aid investigations, and other initiatives could have an adverse effect on the taxation of international businesses.
Recalls and field actions could result in third-party litigation by persons or companies alleging harm or economic damage as a result of the use of the products. In addition, privacy advocacy groups and other technology and industry groups have established or may establish various new or different self-regulatory standards that may place additional obligations on us.
Recalls and field actions could result in third-party litigation by persons or companies alleging harm or economic damage as a result of the use of the products or services. In addition, privacy advocacy groups and other technology and industry groups have established or may establish various new or different self-regulatory standards that may place additional obligations on us.
Each of these factors may impact our ability to meet customer demand and could negatively impact our results of operations or financial condition. We are exposed to risks under large, multi-year system and services contracts that may negatively impact our business. We enter into large, multi-year system and services contracts with municipal, state, and nationwide government and commercial customers.
Each of these factors may impact our ability to meet customer demand and could negatively impact our results of operations or financial condition. 15 We are exposed to risks under large, multi-year system and services contracts that may negatively impact our business. We enter into large, multi-year system and services contracts with municipal, state, and nationwide government and commercial customers.
Negative disclosure or audit findings could also result in investigations, termination of a contract or grant, forfeiture of profits or reimbursements, suspension of payments, fines and suspension or prohibition from doing business with the U.S. government. All contracts with the U.S. government can be terminated for convenience by the government at any time.
Negative disclosure or audit findings could also result in investigations, termination of a contract, forfeiture of profits or reimbursements, suspension of payments, fines and suspension or prohibition from doing business with the U.S. government. All contracts with the U.S. government can be terminated for convenience by the government at any time.
Because the interpretation and application of cybersecurity, privacy, data protection and information security laws and regulations are complex and still uncertain, it is possible that they may be interpreted and applied in a manner that is inconsistent with our existing practices or the features of our products, software and services.
Because the interpretation and application of cybersecurity, privacy, data protection, data sovereignty and information security laws and regulations are complex and still uncertain, it is possible that they may be interpreted and applied in a manner that is inconsistent with our existing practices or the features of our products, software and services.
The allocation of frequencies is regulated in the U.S. and other countries and limited spectrum is allocated to wireless services, including commercial and public safety users. The global demand for wireless communications has grown exponentially, and spurred competition for access among various networks and users.
The allocation of frequencies is regulated in the U.S. and other countries and limited spectrum is allocated to wireless services, including commercial, public safety and government users. The global demand for wireless communications has grown exponentially, and spurred competition for access among various networks and users.
Our entry into these contracts exposes us to risks, including among others: (i) technological risks, (ii) risk of defaults by third-parties on whom we are relying for products or services as part of our offering or who are the prime contractors, (iii) financial risks, including potential penalties applicable to us if performance commitments in managed services contracts are not met, the estimates inherent in projecting costs associated with such contracts, the fact that such contracts often only receive partial funding initially and may be cancellable on short notice with limited penalties, our inability to recover front-loaded capital expenditures in long-term managed services contracts, the impact of the termination of funding for a government program or the insolvency of a commercial customer, and the impact of currency fluctuations and inflation, (iv) cybersecurity risks, especially in managed services contracts with public safety and enterprise customers that process data, and (v) political or regulatory risks, especially related to the contracts with government customers, including our Airwave contract in the U.K., as described below.
Our entry into these contracts exposes us to risks, including among others: (i) technological risks, (ii) risk of defaults by third-parties on whom we are relying for products or services as part of our offering or who are the prime contractors, (iii) financial risks, including potential penalties applicable to us if performance commitments in managed services contracts are not met, the estimates inherent in projecting costs associated with such contracts, the fact that such contracts often only receive partial funding initially and may be cancellable on short notice with limited penalties, our inability to recover front-loaded capital expenditures in long-term managed services contracts, the impact of the termination of funding for a government program or the insolvency of a commercial customer, and the impact of currency fluctuations and inflation, (iv) cybersecurity risks, especially in managed services contracts with public safety and enterprise customers that process data, and (v) political, regulatory or litigation risks, especially related to contracts with government customers (such as with our Airwave contract in the U.K.).
Various jurisdictions have adopted or are expected to introduce new laws and regulations regarding cybersecurity, privacy, data protection, and information security which have impacted, or we expect will impact, us by exposing us to increased costs and potential liabilities.
Various jurisdictions have adopted or are expected to introduce new laws and regulations regarding cybersecurity, privacy, data protection, data sovereignty and information security which have impacted, or we expect will impact, us by exposing us to increased costs and potential liabilities.
Other companies may develop AI systems that are similar or superior to our technologies or more cost-effective to develop and deploy. Additionally, customer demand for AI-based analytics may continue to increase at a fast rate.
Other companies may develop AI systems that are similar or superior to our technologies or more cost-effective to develop and deploy, and customer demand for AI-based technologies and analytics may continue to increase at a fast rate.
In volatile capital market environments, the uncertainty of material changes in future minimum required contributions increases. Item 1B: Unresolved Staff Comments None.
In volatile capital market environments, the uncertainty of material changes in future minimum required contributions increases. 25 Item 1B: Unresolved Staff Comments None.
The markets for certain products and services of ours are characterized by evolving technologies, industry standards and customer preferences. For example, the software and video security industries are characterized by rapidly changing customer preferences in favor of cloud solutions and the adoption of AI capabilities.
The markets for certain products and services of ours are characterized by evolving technologies, industry standards and customer preferences. For example, the software and video security industries have been characterized by rapidly changing customer preferences in favor of cloud solutions and the adoption of AI capabilities.
These global economic and political conditions have impacted and could continue to impact our business, financial condition, results of operations, and cash flows in a number of ways, including: • Requests by certain of our government and enterprise customers that we provide vendor financing, including in response to financial challenges surrounding state and local governments, which may cause us to retain exposure to the credit quality of our customers who we finance if we are unable to sell these receivables on terms acceptable to us. • The inability of certain of our customers to obtain financing in order to make purchases from us and/or maintain their business, which may negatively impact our financial results. • Challenges we face in budgeting and forecasting due to economic uncertainties in various parts of the U.S. and world economy, which could negatively impact our financial results if such budgets or forecasts are inaccurate. • Deferment or cancellation of purchases and orders by customers may occur due to uncertainty about current and future global economic conditions, which could reduce future demand for our products and negatively impact our financial results. • Intensifying political instability in a number of markets in which we operate could have a significant impact on our ability to grow and, in some cases, operate in such locations, which could negatively impact our financial results.
The length of time these adverse economic and political conditions may persist is unknown. 24 These global economic and political conditions have impacted and could continue to impact our business, financial condition, results of operations, and cash flows in a number of ways, including: • Requests by certain of our customers that we provide vendor financing, including in response to financial challenges surrounding state and local governments, which may cause us to retain exposure to the credit quality of our customers who we finance if we are unable to sell these receivables on terms acceptable to us. • The inability of certain of our customers to obtain financing in order to make purchases from us and/or maintain their business, which may negatively impact our financial results. • Challenges we face in budgeting and forecasting due to economic uncertainties in various parts of the U.S. and world economy, which could negatively impact our financial results if such budgets or forecasts are inaccurate. • Deferment or cancellation of purchases and orders by customers may occur due to uncertainty about current and future global economic conditions, which could reduce future demand for our products and negatively impact our financial results. • Intensifying political instability in a number of markets in which we operate could have a significant impact on our ability to grow and, in some cases, operate in such locations, which could negatively impact our financial results.
We engage subcontractors, including third-party integrators, on many of our contracts and as we expand our technologies in our 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.
We engage subcontractors, including third-party integrators, on many of our contracts and as we expand our technologies, our use of subcontractors has and we anticipate will continue to increase. Our subcontractors may further subcontract performance and may supply third-party products and software from a number of smaller companies.
Bribery Act), trade, labor and employment, environmental, health and safety, technical standards, consumer protection, intellectual property and data privacy, regulated services such as telecommunications, cybersecurity and AI, (iv) tax issues, such as tax law changes, variations in tax laws from country to country and as compared to the U.S., obligations under tax incentive agreements, and difficulties in securing local country approvals for cash repatriations, (v) reduced financial flexibility given that a significant percentage of our cash and cash equivalents is currently held outside of the U.S., (vi) challenges in collecting accounts receivable, (vii) cultural and language differences, (viii) instability in economic or political conditions, including inflation, recession, the imposition of sanctions and actual or anticipated military or political conflicts and terrorism, (ix) natural disasters, (x) public health issues or outbreaks or pandemics and (xi) litigation in foreign court systems and foreign enforcement or administrative proceedings.
Bribery Act), trade and country of origin, labor and employment, environmental, health and safety, technical standards and product regulatory considerations, consumer protection, intellectual property, data privacy and data sovereignty, regulated services such as telecommunications, cybersecurity and AI, and drones and counter-unmanned aircraft systems (UAS), (iv) tax issues, such as tax law changes, variations in tax laws from country to country and as compared to the U.S., obligations under tax incentive agreements, and difficulties in securing local country approvals for cash repatriations, (v) reduced financial flexibility given that a significant percentage of our cash and cash equivalents is currently held outside of the U.S., (vi) challenges in collecting accounts receivable, (vii) cultural and language differences, (viii) instability in economic or political conditions, including inflation, recession, government shutdowns, the imposition of sanctions and actual or anticipated military or political conflicts and terrorism, (ix) natural disasters, (x) public health issues or outbreaks or pandemics and (xi) litigation in foreign court systems and foreign enforcement or administrative proceedings.
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.
These demands may stem from NPEs 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.
While such initiatives have gained little traction to date, if customers conclude that public mobile broadband networks, potentially augmented with emerging technologies, provide adequate resiliency, coverage, control, and cost for their critical communication needs, it could adversely affect our LMR Communications sales.
While such initiatives have gained limited traction to date, if customers conclude that public mobile broadband networks, potentially augmented with emerging technologies, provide adequate resiliency, coverage, control, and cost for their critical communication needs, it could adversely affect our MCN sales.
Certain of our offerings include services that are subject to telecommunications regulations in various jurisdictions, which expose us to increased costs to address compliance obligations and potential liability in the event of any failure to comply with such regulations, which could result in fines and penalties, reputational harm and adversely affect our business.
Certain of the services we offer are subject to telecommunications regulations in various jurisdictions, which expose us to increased costs to address compliance obligations and potential liability in the event of any failure to comply with such regulations, which could result in fines and penalties, reputational harm and adversely affect our business.
These risks and uncertainties include: (i) the inability to realize our business plan with respect to the acquired businesses, (ii) the difficulty or inability in integrating newly-acquired businesses and operations in an efficient and effective manner, including ensuring proper integration of acquired businesses’ legal and regulatory compliance programs, information technology systems and financial reporting and internal control systems, (iii) the challenges in integrating acquired businesses to create the operating platform for physical security, (iv) the challenges in achieving strategic objectives, cost savings and other benefits from acquisitions, (v) the risk that our contractual relationships or the markets served do not evolve as anticipated and that the technologies acquired do not prove to be those needed to be successful in those markets, (vi) the potential loss of key employees of the acquired businesses, (vii) the risk of diverting the attention of senior management from our operations, (viii) the risks of entering new markets in which we have limited experience, (ix) future impairments of goodwill, (x) the potential loss of intellectual property due to actions of employees in connection with such acquisitions, (xi) the risks of exposure to new patent assertions by third-parties directed at the technologies of the newly acquired businesses, and (xii) the potential identified or unknown security vulnerabilities in acquired products that expose us to additional security risk.
These risks and uncertainties include: (i) the inability to realize our business plan with respect to the acquired businesses, (ii) the difficulty or inability in integrating newly-acquired businesses and operations in an efficient and effective manner, including ensuring proper integration of acquired businesses’ legal and regulatory compliance programs, information technology systems and financial reporting and internal control systems, (iii) the challenges in integrating acquired businesses to create the operating platform for physical security, (iv) the challenges in achieving strategic objectives, cost savings and other benefits from acquisitions, (v) the risk that our contractual relationships or the markets served do not evolve as anticipated and that the technologies acquired do not prove to be those needed to be successful in those markets, (vi) the potential loss of key employees of the acquired businesses, (vii) the risk of diverting the attention of senior management from our operations, (viii) the risks of entering new markets in which we have limited experience, (ix) future impairments of goodwill, (x) the potential loss of intellectual property due to actions of employees in connection with such acquisitions, (xi) the risks of exposure to new patent assertions by third-parties directed at the technologies of the newly acquired businesses, (xii) potential identified or unknown security vulnerabilities in acquired products that expose us to additional security risk, (xiii) the inability to retain customers, distributors, vendors and other business partners of the acquired businesses, (xiv) potential negative reactions from stakeholders, and (xv) exposure to litigation, regulatory or other claims in connection with, or inheritance of claims or other litigation risk as a result of, an acquisition.
In some cases, it is unclear what specific technology will be adopted in the market or what delivery model will prevail. As another example, there are long standing initiatives by governments in several countries to transition public safety communications away from LMR networks onto public mobile broadband networks.
In some cases, it is unclear what specific technology will be adopted in the market or what delivery model will prevail. As another example, there have been and are currently initiatives by governments in several countries to transition public safety communications away from LMR networks onto public mobile broadband networks.
If we do not succeed in any such litigation, we could be required to expend significant resources to pay damages, develop non-infringing products or to obtain licenses to the intellectual property that is the subject of such litigation, each of which could have a negative impact on our financial results.
If we do not succeed in any such litigation, we could be required to pay significant damages, develop non-infringing products or obtain licenses to the intellectual property that is the subject of such litigation, each of which could have a negative impact on our competitive position, financial condition or results of operations.
Any failure by us to effectively, timely, and frequently introduce new products and services or enhance current products and services, including by accurately predicting technological and business trends, controlling research and development costs or executing our strategy, could significantly harm our reputation, market share, results of operations and financial condition.
Any delay by us to effectively, and in a timely manner, introduce new products and services or enhance current products and services, including by accurately predicting technological and business trends, controlling research and development costs or executing our strategy, could significantly harm our reputation, market share, results of operations or financial condition.
Regulatory changes in current spectrum bands (e.g., the sharing of previously dedicated or other spectrum) may require modifications to some of our products so they can continue to be manufactured and marketed. 19 A portion of our business is dependent upon U.S. government contracts and grants, which are highly regulated and subject to disclosure obligations and oversight audits by U.S. government representatives and subject to cancellations.
Regulatory changes in current spectrum bands (e.g., the sharing of previously dedicated or other spectrum) may require modifications to some of our products so they can continue to be manufactured and marketed. 19 A portion of our business is dependent upon U.S. government contracts and grants, which have availability of funding, spending levels and priorities that could change, are highly regulated and subject to disclosure obligations and oversight audits by U.S. government representatives and subject to cancellations.
These events have had, and in the future could continue to have, a negative impact on our ability to manage our business and/or cause disruption of economic activity, which could have an adverse effect on our business, results of operations, financial position, cash flows and stock price.
The impacts of these catastrophic events could have a negative impact on our ability to manage our business and/or cause disruption of economic activity, which could have an adverse effect on our business, results of operations, financial position, cash flows or stock price.
Under certain circumstances, an increase in the 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.
Under certain circumstances, an increase in the interest rate payable by us under our credit and term loan facilities, if any amounts are borrowed under any such facility, could negatively affect our operating cash flows.
Many of our products and services are complex and we may experience delays in completing development or introducing new products or services in the future. In addition, new technologies and new competitors continue to enter our markets at a faster pace than we have experienced in the past, resulting in increased competition.
Many of our products and services are complex and we may experience delays in completing development or introducing new products or services in the future. In addition, new technologies and new competitors continue to enter our markets at a faster pace than in the past, and customer trends also continue to evolve at a rapid pace, resulting in increased competition.
Certain acquisition candidates in the industries in which we participate may carry higher relative valuations (based on revenues, earnings, cash flow, or other relevant multiples) than we do. Acquiring a business that has a higher relative valuation than Motorola Solutions may be dilutive to our earnings. In addition, we may not pursue opportunities that are highly dilutive to near-term earnings.
Certain acquisition candidates in the industries in which we participate may carry higher relative valuations (based on revenues, earnings, cash flow, or other relevant multiples) than we do. Acquiring a business that has a higher relative valuation than Motorola Solutions may be dilutive to our earnings.
Such pre-shipment and post-shipment quality issues can have legal, financial and reputational ramifications, including: (i) delays in the recognition of revenue, loss of revenue or future orders, or revenue reversals, (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.
Other impacts of any such pre-shipment and post-shipment quality issues or failures or perceived failures of our mission-critical products and services can include legal, financial and reputational ramifications, such as: (i) delays in the recognition of revenue, loss of revenue or future orders, or revenue reversals, (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.
Further, the benefits we receive under various agreements we have entered into with non-U.S. governments and agencies relate to our operations and/or sales in such foreign jurisdictions.
Further, the benefits we receive under various agreements we have entered into with non-U.S. governments and agencies are tied to the level of operations and/or sales in such foreign jurisdictions.
Our business operations, and the operations of our customers and suppliers, are subject to interruption by natural disasters (including climate change-related events), flooding, fire, power shortages, the widespread outbreak of infectious diseases and pandemics, terrorist acts or the outbreak or escalation of armed hostilities, and other events beyond our control.
Our business operations, and the operations of our customers and suppliers, are subject to interruption by natural disasters and extreme weather, flooding, fires, power shortages, the widespread outbreak of infectious diseases and pandemics, terrorist acts or the outbreak or escalation of armed hostilities, and other events beyond our control.
It is possible that a one-size fits all compliance program may be difficult to achieve and manage globally, and that we will be forced to comply with a patchwork of inconsistent privacy regulations. Several other countries in which we operate, including Australia and Brazil, have established legal requirements for cross-border data transfers.
It is possible that a one-size fits all compliance program may be difficult to achieve and manage globally, and that we will be forced to comply with a patchwork of inconsistent privacy regulations. Several other countries in which we operate have established legal requirements for cross-border data transfers. There is also an increasing trend towards data localization policies.
Therefore, the research and development cost we may incur to compete with such AI systems and meet increased customer demand for AI-based analytics may increase the cost of our offerings. If we are unable to mitigate these risks, our results of operations may be adversely affected.
The research and development cost we may incur to compete with such AI systems and meet increased customer demand for AI-based technologies and analytics may increase the cost of our products and services. If we are unable to mitigate these risks, our results of operations, financial condition or reputation may be adversely affected.
Regulators have imposed, and likely will continue to impose, ESG-related legislation, rules and guidance, which may conflict with one another and impose additional costs on us or expose us to new or additional risks, including requiring additional reporting that will expand the public's access to our programs and metrics.
Regulators have imposed, and may continue to impose, social and sustainability-related legislation, rules and guidance, which may conflict with one another and impose additional costs on us or expose us to new or additional risks, including requiring additional reporting that will expand the public's access to our programs and metrics or impose changes to our manufacturing practices, operations and/or product designs.
Additionally, the strengthening of certain currencies such as the U.S. dollar potentially exposes us to competitive threats from lower cost producers in other countries. Our sales are translated into U.S. dollars for reporting purposes.
Additionally, the strengthening of certain currencies such as the U.S. dollar potentially exposes us to competitive threats from lower cost producers in other countries. Our sales are translated into U.S. dollars for reporting purposes. The strengthening of the U.S. dollar has in the past, and could continue to, negatively affect our results of operations.
If the operations in these facilities are disrupted, our business, financial condition, results of operation, and cash flows could be negatively impacted. 16 Because of these sizable sales and operations outside of the U.S., we have more complexity in our operations and are exposed to a unique set of global risks that could negatively impact our business, financial condition, results of operations, and cash flows, including but not limited to: (i) currency fluctuations, including but not limited to increased pressure to agree to established currency conversion rates and cost of living adjustments as a result of foreign currency fluctuations, (ii) import/export regulations, tariffs, trade barriers and trade disputes (including recent U.S. tariffs imposed or threatened to be imposed on China, Canada and Mexico and other countries and any retaliatory actions taken by such countries), customs classifications and certifications, including but not limited to changes in classifications or errors or omissions related to such classifications and certifications, (iii) compliance with and changes in U.S. and non-U.S. laws or regulations related to antitrust and competition (such as the CMA’s Charge Control and the EU Foreign Subsidies Regulation), anti-corruption (such as the Foreign Corrupt Practices Act and the U.K.
Because of these sizable sales and operations outside of the U.S., we have more complexity in our operations and are exposed to a unique set of global risks that could negatively impact our business, financial condition, results of operations, and cash flows, including but not limited to: (i) currency fluctuations, including but not limited to increased pressure to agree to established currency conversion rates and cost of living adjustments as a result of foreign currency fluctuations, (ii) import/export regulations, tariffs, trade barriers and trade disputes, customs classifications and certifications, including but not limited to changes in classifications or errors or omissions related to such classifications and certifications, (iii) compliance with and changes in U.S. and non-U.S. laws or regulations related to antitrust and competition (such as the EU Foreign Subsidies Regulation), anti-corruption (such as the Foreign Corrupt Practices Act and the U.K.
We could have difficulties fulfilling our orders and our sales and profits could decline if: (i) we are not able to engage such third-parties with the capabilities or capacities required by our business, (ii) such third-parties lack our desired level of performance or service, lack sufficient quality control or fail to deliver quality components, products, services or software on time and at reasonable prices, (iii) there are significant changes in the financial or business condition of such third-parties, (iv) our third-party providers fail to comply with legal or regulatory requirements (such as the Uyghur Forced Labor Protection Act), (v) we have difficulties transitioning operations to such third-parties, or (vi) such third-parties are disrupted by external events, such as cyberattacks, natural disasters, public health issues, outbreaks or pandemics, extreme weather conditions related to climate change, acts of terrorism or political conflicts.
We could have difficulties fulfilling our orders, our sales and profits could decline, or we could be liable for outsourced actions, exposing us to contractual and regulatory risks, if: (i) we are not able to engage such third-parties with the capabilities or capacities required by our business, (ii) such third-parties lack our desired level of performance or service, lack sufficient quality control or fail to deliver quality components, products, services or software on time and at reasonable prices, (iii) there are significant changes in the financial or business condition of such third-parties, (iv) our third-party providers fail to comply with legal or regulatory requirements (such as the Uyghur Forced Labor Protection Act) or fail to timely notify us of information needed for our own compliance, (v) we have difficulties transitioning operations to such third-parties, or (vi) such third-parties are disrupted by external events, such as cyberattacks, natural disasters or extreme weather conditions, public health issues, outbreaks or pandemics, acts of terrorism or political conflicts. 16 Our reliance on third-parties could, in certain instances, result in reputational damage or even disqualify us from sales opportunities with certain government customers.
Additionally, laws such as the California automatic license plate recognition (“ALPR”) statute regulate the use of ALPRs and provide a private right of action to persons who have suffered actual damages from violation of the statute.
Additionally, laws such as the California automatic license plate recognition (“ALPR”) statute regulate the use of ALPRs and provide a private right of action to persons who have suffered actual damages from violation of the statute, and we expect to see an increase in state ALPR legislation going forward.
If we are unable to maintain these certifications or meet these standards, it could reduce demand for our products and adversely affect our business. 15 Our future operating results depend on our ability to purchase a sufficient amount of materials, parts, and components, as well as software and services, at acceptable prices to meet the demands of our customers and any disruption to our suppliers or significant increase in the price of supplies has had, and could continue to have a negative impact on our results of operations or financial condition.
Our future operating results depend on our ability to purchase a sufficient amount of materials, parts, and components, as well as software and services, at acceptable prices to meet the demands of our customers and any disruption to our suppliers or significant increase in the price of supplies has had, and could continue to have a negative impact on our results of operations or financial condition.
If we are unable to retain talented, highly-qualified senior management, engineers and other key employees or attract them when needed, it could negatively impact our business.
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-qualified senior management, engineers and other key employees or attract them when needed, it could negatively impact our business.
These requirements, which may increase or change over time, may increase our performance and compliance costs thereby reducing our margins, which could have an adverse effect on our financial condition.
These requirements, which may increase or change over time, may increase our performance and compliance costs thereby reducing our margins, which could have an adverse effect on our financial condition. Changes to these compliance requirements could result in our inability to renew or perform under certain contracts.
Numerous state governments within the U.S. have enacted their own versions of “GDPR-like” privacy legislation, which has created, and we expect will continue to create, additional compliance challenges, risks, and administrative burdens.
Numerous state governments within the U.S. have enacted their own versions of “GDPR-like” privacy legislation, which has created, and we expect will continue to create, additional compliance challenges, risks, and administrative burdens. A comprehensive U.S. federal privacy law is also in the process of being drafted by the House Privacy Working Group.
If demand for our products or services increases from our current expectations or if, as we have experienced in the past, suppliers are unable to meet our demand for other reasons, including as a result of supply chain constraints; natural disasters (including events related to climate change); import/export restrictions, such as new, expanded or retaliatory tariffs, sanctions, quotas or trade barriers (including recent U.S. tariffs imposed or threatened to be imposed on China, Canada and Mexico and other countries and any retaliatory actions taken by such countries); financial issues or other factors, we have, and could continue to experience an interruption in supply or a significant increase in the price of supply.
If demand for our products or services increases from our current expectations or if, as we have experienced in the past, suppliers are unable to meet our demand for other reasons, including as a result of supply chain constraints; natural disasters; trade policy decisions, such as new, expanded or retaliatory tariffs, sanctions, quotas, import/export restrictions or trade barriers (including restrictions around rare earth minerals); financial issues or other factors, we have, and could continue to experience an interruption in supply or a significant increase in the price of supply.
Any such disclosure events, audits or noncompliance with such regulations and laws could result in adverse findings and negatively impact our business. Our business with or funded by the U.S. government is subject to specific laws and regulations with numerous and unique compliance requirements relating to formation, administration and performance of U.S. federal or federally funded contracts.
Our business with or funded by the U.S. government is subject to specific laws and regulations with numerous and unique compliance requirements relating to formation, administration and performance of U.S. federal or federally funded contracts.
Moreover, the validity and scope of coverage of our patents cannot be fully determined prior to litigation. Additionally, because our products are comprised of complex technology, we are often involved in or impacted by assertions, including both requests for licenses and litigation, regarding third-party patents and other intellectual property rights.
Additionally, because our products are comprised of complex technology, we have been in the past, and may be in the future, involved in or impacted by assertions, including both requests for licenses and litigation, regarding third-party patents and other intellectual property rights.
This includes expanded disclosures about how personal information is to be used, limitations on retention of information and mandatory data breach notification requirements. Noncompliance with the GDPR can trigger significant fines. U.S. federal, state and other foreign governments and agencies have adopted or are considering adopting laws and regulations regarding the collection, storage, use, processing and disclosure of personal data.
Noncompliance with the GDPR can trigger significant fines. U.S. federal, state and other foreign governments and agencies have adopted or are considering adopting laws and regulations regarding the collection, storage, use, processing and disclosure of personal data.
Such disclosures or audits could result in adjustments to our contracts. For contracts covered by the Cost Accounting Standards, any costs found to be improperly allocated to a specific contract may not be allowed, and such costs already reimbursed may have to be refunded.
For contracts covered by the Cost Accounting Standards, any costs found to be improperly allocated to a specific contract may not be allowed, and such costs already reimbursed may have to be refunded. Future disclosures, audits and adjustments, if required, may materially reduce our revenues or profits upon completion and final negotiation of such disclosure events or audits.
We may face increasing competition from both incumbents and emerging competitors as customer contracts become larger, more complicated, and include an expanded range of services or complex product requirements. Expansion of our products and services may result in the applicability of new legal and regulatory requirements and restrictions and compliance obligations.
We may continue to face increasing competition from both incumbents and emerging competitors as customer contracts become larger, more complicated, and include an expanded range of services or complex product requirements.
We have 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 past divestitures.
Returns on pension and retirement plan assets and interest rate changes could affect our earnings and cash flows in future periods. We have 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 past divestitures.
Current or future legislation, governmental regulations, and enforcement actions pertaining to biometrics and other analytics have exposed us to, and we expect will continue to expose us to, regulatory and litigation risks. 18 Legislation and governmental regulations related to AI and the use of biometrics and other video analytics may also influence our current and prospective customers’ activities, as well as their expectations and needs in relation to our products and services.
Legislation and governmental regulations related to AI and the use of biometrics and other video analytics may also influence our current and prospective customers’ activities, as well as their expectations and needs in relation to our products and services.
Any such increase in costs or increased risk of liability as a result of changes in these laws and regulations or in their interpretation could individually, or in the aggregate, make our products and services that use AI technologies, biometrics or other video analytics less attractive to our customers, cause us to change or limit our business practices or affect our financial condition and operating results.
Any such increase in costs or increased risk of liability as a result of changes in these laws and regulations or in their interpretation could individually, or in the aggregate, make our products and services that use AI technologies, biometrics or other video analytics less attractive to our customers, cause us to change or limit our business practices or affect our financial condition and operating results. 18 We are subject to complex and changing laws and regulations in various jurisdictions regarding cybersecurity, privacy, data protection, data sovereignty and information security, which exposes us to increased costs and potential liabilities in the event of any actual or perceived failure to comply with such legal and compliance obligations and could adversely affect our business.
In addition, it is our policy to require our subcontractors and other third-parties with whom we work to operate in compliance with applicable laws, rules and regulations, including our Human Rights Policy (and, in addition, for our suppliers to comply with our Supplier Code of Conduct). 17 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.
In addition, it is our policy to require our subcontractors and other third-parties with whom we work to operate in compliance with applicable laws, rules and regulations, including our Human Rights Policy (and, in addition, for our suppliers to comply with our Supplier Code of Conduct).
Once implemented, the AI Act will also place compliance requirements on a variety of other AI uses by law enforcement, as well as on the companies that develop those products, including us. Other such laws are expected to pass around the globe, including the U.S. and Brazil, in the coming months and years.
Once fully implemented, the AI Act will also place compliance requirements on a variety of other AI uses by law enforcement, as well as on the companies that develop those products, including us.
The development of products operable in accordance with industry standards, such as those related to 4G, 5G, audio, video, or various other wireless technologies may result in third-party patent royalty demands. Third-parties have asserted, and in the future may assert, intellectual property infringement claims against us and against our customers and suppliers.
For example, the development of products operable in accordance with industry standards, such as those related to 4G, 5G, Wi-Fi, audio, video, or various other wireless technologies, may result in third-party patent royalty demands.
A significant amount of manufacturing and research and development of our products, as well as administrative and sales facilities, takes place outside of the U.S.
In addition, 49% of our employees were employed outside of North America in 2025. Most of our suppliers' operations are outside the U.S. A significant amount of manufacturing and research and development of our products, as well as administrative and sales facilities, takes place outside of the U.S.
Our failure or perceived failure to meet or maintain ESG-related goals or otherwise respond to anti-ESG efforts could harm our reputation, adversely impact our ability to attract and retain employees or customers, expose us to increased scrutiny from the investment community or enforcement authorities or otherwise adversely affect our business and results of operations.
Our failure or perceived failure to achieve our goals, further our initiatives, adhere to our public statements, comply with sustainability laws and regulations, or meet evolving and varied stakeholder expectations and standards could harm our reputation, adversely impact our ability to attract and retain employees or customers, expose us to increased scrutiny from the investment community or enforcement authorities or otherwise adversely affect our business and results of operations.
Such changes, to the extent they are brought into tax legislation, regulations, policies, or practices, could increase our effective tax rates in many of the countries where we have operations and have an adverse effect on our overall tax rate, along with increasing the complexity, burden and cost of tax compliance, all of which could impact our operating results, cash flows and financial condition.
Such changes, to the extent they are brought into tax legislation, regulations, policies, or practices, could increase our effective tax rates in many of the countries where we have operations and have an adverse effect on our overall tax rate, along with increasing the complexity, burden and cost of tax compliance, all of which could impact our operating results, cash flows and financial condition. 21 Risks Related to Information Technology and Intellectual Property Increased cybersecurity threats could lead to a security breach or other significant disruption of our IT systems, those of our outsource partners, suppliers or those we manufacture, install, and in some cases operate and maintain for our customers, and could have a negative impact on our operations, sales, and operating results.
Although we work to responsibly meet our customers’ needs for products and services that use AI, including through AI governance programs and internal technology oversight committees, we may still suffer reputational or competitive damage as a result of any inconsistencies in the application of the technology or ethical concerns, both of which may generate negative publicity. 14 Further, we face significant competition from other companies that are developing their own AI systems.
Although we work to responsibly meet our customers’ needs for products and services that use AI, including through AI governance programs and internal technology oversight committees, we may still suffer reputational damage as a result of any inconsistencies in the application of the technology or ethical concerns, both of which may generate negative publicity. 13 Catastrophic events may interrupt our business, or our customers’ or suppliers’ business, which may adversely affect our business, results of operations, financial position, cash flows or stock price.
Our 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.
This risk is heightened because these systems may contain sensitive governmental information or personally identifiable or other protected information. Our 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).
The AI Act will place significant restrictions on the use of AI for real-time “biometric identification” by law enforcement, and implement significant compliance requirements on the development and use of AI for biometric identification of any kind.
For example, the AI Act in the EU became law in August 2024, with key obligations applying in stages through August 2027. The AI Act places significant restrictions on the use of AI for real-time “biometric identification” by law enforcement, and implements significant compliance requirements on the development and use of AI for biometric identification of any kind.
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.
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. Our success depends in part upon our ability to attract and retain senior management and key employees, including engineers and other key technical employees, in order to remain competitive.
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 ("DEI"), forced labor, and workplace conduct.
There are evolving and sometimes conflicting expectations from investors, customers, lawmakers, regulators and other stakeholders on social and sustainability considerations and disclosures, including those related to environmental stewardship, climate change, human capital, forced labor, and workplace conduct and the use cases of our products.
The backlog related to the incremental years of service contemplated in the Deferred National Shutdown Notice could change depending on the outcome of the proceedings. Our employees, customers, suppliers and outsource partners are located throughout the world and, as a result, we face risks that other companies that are not global may not face.
Our employees, customers, suppliers and outsource partners are located throughout the world and, as a result, we face risks that other companies that are not global may not face. Our customers and suppliers are located throughout the world. In 2025, 28% of our revenue was generated outside of North America.
The Federal Trade Commission has increasingly pursued enforcement actions against companies for the misuse of biometric information and the use of facial recognition technology without implementing appropriate safeguards.
The Federal Trade Commission has also pursued enforcement actions against companies for the misuse of biometric information and the use of facial recognition technology without implementing appropriate safeguards. Current or future legislation, governmental regulations, and enforcement actions pertaining to biometrics and other analytics have exposed us to, and we expect will continue to expose us to, regulatory and litigation risks.
Failure to comply with such restrictions or obligations could result in liabilities, including potential enforcement actions, fines, penalties or reputational harm, or increase the costs of doing business or delay or limit the range of new products and services we may be able to offer.
Expansion of our products and services may also result in the applicability of new legal and regulatory requirements and compliance obligations, which may increase the costs of doing business or delay or limit the range of new products and services we may be able to offer.
Catastrophic events could have varied impacts such as those experienced during the COVID-19 pandemic, including impacts to our workforce and supply chain, inflationary pressures and increased costs, schedule or production delays, market volatility and other financial impacts.
The occurrence of any such catastrophic event, and the measures taken in response thereto, could have varied impacts and adversely impact our operations, including through impacts to our workforce and supply chain, inflationary pressures and increased costs (including increased insurance costs), impacts to sources or supply of energy, schedule or production delays, loss of spoilage of inventory, market volatility, physical damage to our facilities or those of our suppliers or customers, and other financial impacts.
We may also become subject to new cybersecurity laws and regulations in other jurisdictions, as well as supplier-focused cybersecurity obligations. Compliance with these laws and regulations exposes us to increased costs and any noncompliance, whether actual or perceived, could result in potential liabilities.
Such legislation typically includes obligations for ensuring the integrity of our supply chain, including supplier-focused cybersecurity obligations. The cybersecurity legal and regulatory environment is complex and continues to evolve across many jurisdictions. Compliance with these laws and regulations exposes us to increased costs and any noncompliance, whether actual or perceived, could result in potential liabilities.
There is continued uncertainty concerning rules related to transfers of EU and United Kingdom (“U.K.”) personal data outside of their respective jurisdictions. There is also an increasing trend towards data localization policies. Cloud-based solutions may be subject to further regulation with respect to data localization requirements and restrictions on the international transfer of data.
Cloud-based solutions may be subject to further regulation with respect to data localization requirements and restrictions on the international transfer of data.
Risks Related to the Operation of Our Business If the quality of our products does not meet our customers' expectations or regulatory or industry standards, then our sales and operating earnings, and ultimately our reputation, could be negatively impacted.
To retain such employees and integrate the acquired business, we may offer additional retention incentives, but it may still be difficult to retain certain key employees. 14 Risks Related to the Operation of Our Business If the quality of our products does not meet our customers' expectations or regulatory or industry standards, or our products and services suffer from an actual or perceived systems or service failure, then our results of operations, financial condition, or reputation could be negatively impacted.
Many of these assertions are brought by non-practicing entities whose principal business model is to secure patent licensing-based revenue from product manufacturing companies.
Third-parties have asserted, and in the future may assert, intellectual property infringement claims against us and against our customers and suppliers, seeking a percentage of sales as license fees, broad injunctive relief, or a combination thereof. Many of these assertions are brought by non-practicing entities ("NPEs"), whose principal business model is to secure patent licensing-based revenue from product manufacturing companies.
The executive order increases our compliance risk through an increased risk of civil False Claims Act liability if our DEI practices are deemed to violate the federal anti-discrimination laws. Generally, in the U.S., government contracts and grants are subject to certain voluntary or mandatory disclosure obligations and oversight audits by government representatives.
Generally, in the U.S., government contracts and grants are subject to certain voluntary or mandatory disclosure obligations, certifications and oversight audits by government representatives. Such disclosures, certifications or audits could negatively affect or result in adjustments to our contracts.
Increasing scrutiny and evolving expectations from investors, customers, lawmakers, regulators and other stakeholders regarding environmental, social and governance (“ESG”)-related practices and disclosures, as well as recent U.S. based anti-ESG efforts, may adversely affect our reputation, adversely impact our ability to attract and retain employees or customers, expose us to increased scrutiny from the investment community or enforcement authorities or otherwise adversely impact our business and results of operations.
Further, if we fail to adequately plan for the succession of our CEO, senior management and other key employees, our business could be negatively impacted. 17 Evolving and sometimes conflicting expectations from investors, customers, lawmakers, regulators and other stakeholders regarding social and sustainability considerations and disclosures may expose us to potential liabilities, increased costs, reputational harm, increased scrutiny from the investment community or enforcement authorities or otherwise adversely impact our business and results of operations.
For example, in 2024, numerous U.S. states considered legislation that would establish a comprehensive regulatory framework for the use of AI. Colorado became the first state to enact such a law for private sector use of AI and New York enacted a law that will regulate public sector use of AI.
For example, in recent years, numerous U.S. states considered, and some have adopted, legislation that would establish a comprehensive regulatory framework for the use of AI. Additionally, the EU may enact certain restrictions on the geographic location of AI solutions and domicile location of providers of AI products to customers within the EU.
With respect to privacy and data protection, the EU adopted the General Data Protection Regulation (“GDPR”) which took effect in 2018, harmonizing data protection laws across the EU. The GDPR strengthens individual privacy rights and enhances data protection obligations for processors and controllers of personal data.
With respect to privacy and data protection, the EU's General Data Protection Regulation (“GDPR”) strengthened individual privacy rights and enhanced data protection obligations for processors and controllers of personal data. The GDPR includes expansive disclosures about how personal information is to be used, limitations on retention of information and mandatory data breach notification requirements.
This change in law had a materially negative impact on our cash tax liability in 2024, and we expect such change to continue to impact our cash tax liability through 2026, unless the provisions are repealed or deferred by Congress. Tax audits may also negatively impact our business, financial condition and results of operations.
Any future guidance or interpretations of the OBBBA, or any actual or perceived noncompliance with the OBBBA by us, could result in an increase to our U.S. tax liability and a resulting adverse impact on our future operating results. Tax audits may also negatively impact our business, financial condition and results of operations.
Removed
Catastrophic events may interrupt our business, or our customers’ or suppliers’ business, which may adversely affect our business, results of operations, financial position, cash flows and stock price.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeCorporate Governance Our Board has delegated to the Audit Committee the responsibility to oversee risks related to cybersecurity threats. Specifically, subject to oversight by the full Board, the Vice President of Cybersecurity & Information Technology Infrastructure provides the Audit Committee with periodic cybersecurity and information security reports, including recent cybersecurity incidents and cybersecurity products and operations.
Biggest changeSpecifically, subject to oversight by the full Board, the Vice President of Cybersecurity & Information Technology Infrastructure provides the Audit Committee with periodic cybersecurity and information security reports, including recent cybersecurity incidents and the potential threat landscape pertaining to the cybersecurity of our products and operations.
As of the filing of this Form 10-K, we are not aware of any such attacks that have occurred since the beginning of 2024 that have materially affected, or are reasonably likely to materially affect, us, including our business strategy, results of operations or financial condition.
As of the filing of this Form 10-K, we are not aware of any such attacks that have occurred since the beginning of 2025 that have materially affected, or are reasonably likely to materially affect, us, including our business strategy, results of operations or financial condition.
Our Vice President of Cybersecurity & Information Technology Infrastructure, along with this individual's teams, are in charge of assessing and managing our risks related to cybersecurity, including by setting our strategy, policies, standards and processes in these areas, as further described above under “Risk Management & Strategy.” Utilizing the processes noted above, these teams remain informed about and monitor the prevention, detection, mitigation and remediation of cybersecurity incidents.
Our Vice President of Cybersecurity & Information Technology Infrastructure, along with the respective teams, are in charge of assessing and managing our risks related to cybersecurity, including by setting our strategy, policies, standards and processes in these areas, as further described above under “Risk Management & Strategy.” Utilizing the processes noted above, these teams remain informed about and monitor the prevention, detection, mitigation and remediation of cybersecurity incidents.
Annually, the Vice President of Audit Services reviews the results of the ERM assessment with the Audit Committee as well.
Annually, the Vice President of Audit Services also reviews the results of the ERM assessment with the Audit Committee.
We maintain a broad portfolio of insurance coverage, leveraging the products of multiple companies to help ensure appropriate protection. 26 We are subject to attempts to compromise our information technology systems from both internal and external sources.
To further complement the processes described above, we maintain insurance related to cybersecurity risks. We maintain a broad portfolio of insurance coverage, leveraging the products of multiple companies to help ensure appropriate protection. 26 We are subject to attempts to compromise our information technology systems from both internal and external sources.
Using the assessments, our cybersecurity program looks to determine any gaps and identified risks, and then appropriate teams within the Company work to track and remediate such risks. These third-party risk assessments are foundational for how we manage and monitor our supply chain. To further complement the processes described above, we maintain insurance related to cybersecurity risks.
Using the assessments, our cybersecurity program looks to determine any gaps and identified risks, and then appropriate teams within the Company work to track and remediate such risks. These third-party risk assessments are foundational for how we manage and monitor our software supply chain and service providers.
We monitor for critical vulnerabilities and threat actor activity, and work to create a unified view to prioritize protecting our critical infrastructure (including potential impacts to key third-party service providers to the Company). The cybersecurity program, which is led by our Vice President of Cybersecurity & Information Technology Infrastructure, holds regular meetings to review ongoing internal information security investigations.
We monitor for critical vulnerabilities and threat actor activity, and work to create a unified view to prioritize protecting our critical infrastructure (including potential impacts to key third-party service providers to the Company).
Added
The cybersecurity program, which is led by our Vice President of Cybersecurity & Information Technology Infrastructure, holds regular meetings to review ongoing internal information security operations, including by reviewing the Company's information security policies, controls, investigations, and responses.
Added
Corporate Governance Our Board has delegated to the Audit Committee the responsibility to oversee risks related to cybersecurity threats.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeLeased Purpose Elgin, Illinois, U.S. 301 Leased Manufacturing, assembly, staging and distribution Schaumburg, Illinois, U.S. 282 Leased Research & development and customer support Penang, Malaysia 254 Leased Distribution, research & development and corporate administrative Krakow, Poland 191 Leased Research & development and corporate administrative Plantation, Florida, U.S. 172 Leased Research & development and corporate administrative Tel Aviv, Israel 139 Leased Research & development and corporate administrative Allen, Texas, U.S. 138 Owned Research & development and corporate administrative Schio, Italy 125 Leased Manufacturing, engineering, administrative Chicago, Illinois, U.S. 102 Leased Corporate administrative (global headquarters) Vancouver, BC, Canada 70 Leased Corporate administrative
Biggest changeLeased Purpose Elgin, Illinois, U.S. 301 Leased Manufacturing, assembly, staging and distribution Schaumburg, Illinois, U.S. 282 Leased Research & development and customer support Penang, Malaysia 234 Leased Distribution, research & development and corporate administrative Krakow, Poland 191 Leased Research & development and corporate administrative Plantation, Florida, U.S. 172 Leased Research & development and corporate administrative Tel Aviv, Israel 139 Leased Research & development and corporate administrative Allen, Texas, U.S. 138 Owned Research & development and corporate administrative Schio, Italy 125 Leased Manufacturing, engineering and administrative Chicago, Illinois, U.S. 102 Leased Corporate administrative (global headquarters) Los Angeles, California, U.S. 86 Leased Research & development, manufacturing and administrative Vancouver, BC, Canada 70 Leased Research & development and corporate administrative
Item 2: Properties As of February 7, 2025, the material properties that we used in connection with our business, serving all segments, are as follows. We believe these properties are suitable and adequate for our current business operations. Location Approximate Operating Size in Sq. Ft. (In thousands) Owned vs.
Item 2: Properties As of February 6, 2026, the material properties that we used in connection with our business, serving all segments, are as follows. We believe these properties are suitable and adequate for our current business operations. Location Approximate Operating Size in Sq. Ft. (In thousands) Owned vs.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeKatherine Maher, age 42; Corporate Vice President and Chief Accounting Officer since March 14, 2022; Vice President and Corporate Controller from November 2021 to March 2022; Finance Director, North America Credit & Systems Integration, from July 2020 to November 2021; and North America Distribution Finance Director from May 2018 to July 2020. John P.
Biggest changeBrown; age 65; Chairman and Chief Executive Officer since May 3, 2011. Katherine Maher, age 43; Corporate Vice President and Chief Accounting Officer since March 14, 2022; Vice President and Corporate Controller from November 2021 to March 2022; and Finance Director, North America Credit & Systems Integration, from July 2020 to November 2021. John P.
The above executive officers will serve as executive officers of the Company until the regular meeting of the Board of Directors in May 2025 or until their respective successors are elected. There is no family relationship between any of the executive officers listed above. 29 PART II
The above executive officers will serve as executive officers of the Company until the regular meeting of the Board of Directors in May 2026 or until their respective successors are elected. There is no family relationship between any of the executive officers listed above. 29 PART II
Kathryn Moore; age 52; Senior Vice President, Human Resources since January 1, 2025; Corporate Vice President, Human Resources from February 2022 to December 2024; and Vice President, Human Resources from June 2019 to February 2022. Rajan S. Naik; age 53; Senior Vice President, Strategy and Ventures, since December 2017. James A.
Kathryn Moore; age 53; Senior Vice President, Human Resources since January 1, 2025; Corporate Vice President, Human Resources from February 2022 to December 2024; and Vice President, Human Resources from June 2019 to February 2022. Rajan S. Naik; age 54; Senior Vice President, Strategy and Ventures, since December 2017. James A.
Mahesh Saptharishi; age 47; Executive Vice President and Chief Technology Officer since November 18, 2021; Senior Vice President, Software Enterprise and Mobile Video, and Chief Technology Officer from June 2021 to November 2021; Chief Technology Officer & Senior Vice President, Software Enterprise from April 2021 to June 2021; and Senior Vice President, Chief Technology Officer from February 2019 to April 2021.
Mahesh Saptharishi; age 48; Executive Vice President and Chief Technology Officer since November 18, 2021; Senior Vice President, Software Enterprise and Mobile Video, and Chief Technology Officer from June 2021 to November 2021; Chief Technology Officer & Senior Vice President, Software Enterprise from April 2021 to June 2021; and Senior Vice President, Chief Technology Officer from February 2019 to April 2021.
Item 4: Mine Safety Disclosures Not applicable. 28 Information about our Executive Officers The following are the persons who are the executive officers of the Company, their ages, and current titles as of February 14, 2025 and the positions they have held during the last five years with the Company or as otherwise noted: Gregory Q.
Item 4: Mine Safety Disclosures Not applicable. 28 Information about our Executive Officers The following are the persons who are the executive officers of the Company, their ages, and current titles as of February 12, 2026 and the positions they have held during the last five years with the Company or as otherwise noted: Gregory Q.
"Jack" Molloy; age 53; Executive Vice President and Chief Operating Officer since November 18, 2021 and Executive Vice President, Products and Sales from August 2018 to November 2021.
"Jack" Molloy; age 54; Executive Vice President and Chief Operating Officer since November 18, 2021 and Executive Vice President, Products and Sales from August 2018 to November 2021.
Niewiara; age 56; Senior Vice President, General Counsel since February 1, 2023; Senior Vice President, Commercial Law, Litigation, Antitrust & Intellectual Property from April 2020 to January 2023; and Corporate Vice President, Lead Counsel, Commercial Law, Litigation & Antitrust from May 2019 to April 2020.
Niewiara; age 57; Senior Vice President, General Counsel since February 1, 2023; and Senior Vice President, Commercial Law, Litigation, Antitrust & Intellectual Property from April 2020 to January 2023.
Yazdi; age 60; Senior Vice President, Communications & Brand since February 2, 2022; Senior Vice President, Chief of Staff, Communications & Brand and Motorola Solutions Foundation from November 2021 to February 2022; and Senior Vice President, Chief of Staff, Marketing and Communications and Motorola Solutions Foundation from August 2018 to November 2021.
Yazdi; age 61; Senior Vice President, Chief of Staff to the Chairman and CEO since August 18, 2025; Senior Vice President, Communications & Brand from February 2022 to August 2025; Senior Vice President, Chief of Staff, Communications & Brand and Motorola Solutions Foundation from November 2021 to February 2022; and Senior Vice President, Chief of Staff, Marketing and Communications and Motorola Solutions Foundation from August 2018 to November 2021.
Jason J. Winkler; age 50; Executive Vice President and Chief Financial Officer since July 1, 2020 and Senior Vice President, Finance from September 2018 to June 2020. Cynthia M.
Jason J. Winkler; age 51; Executive Vice President and Chief Financial Officer since July 1, 2020. Cynthia M.
Removed
Brown; age 64; Chairman and Chief Executive Officer since May 3, 2011.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changePeriod (a) Total Number of Shares Purchased (b) Average Price Paid per Share (1) (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Program (2) (d) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Program (2) 09/27/2024 to 1024/2024 — $ — — $ 2,340,137,531 10/25/2024 to 11/21/2024 — $ — — $ 2,340,137,531 11/22/2024 to 12/30/2024 217,910 $ 472.23 217,910 $ 2,237,233,113 Total 217,910 $ 472.23 217,910 (1) Average price paid per share of common stock repurchased excludes commissions paid to brokers and excise tax.
Biggest changePeriod (a) Total Number of Shares Purchased (b) Average Price Paid per Share (1) (c) Total Number of Shares Purchased as Part of Publicly Announced Plans or Program (2) (d) Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Program (2) 09/26/2025 to 10/23/2025 275,067 $ 451.25 275,067 $ 1,449,245,273 10/24/2025 to 11/20/2025 675,898 $ 395.02 675,898 $ 1,182,253,478 11/21/2025 to 12/30/2025 266,849 $ 370.72 266,849 $ 1,083,326,456 Total 1,217,814 $ 402.40 1,217,814 (1) Average price paid per share of common stock repurchased excludes commissions paid to brokers and excise tax.
While we expect to continue to pay comparable regular quarterly dividends in 2025, 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.
While we expect to continue to pay comparable regular quarterly dividends in 2026, 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.
As of January 1, 2023, the Company's share repurchases in excess of issuances are subject to a 1% excise tax enacted by the Inflation Reduction Act of 2022. The amount of excise tax incurred is included in the Company's Consolidated Statement of Stockholders' Equity for the year ended December 31, 2024.
As of January 1, 2023, the Company's share repurchases in excess of issuances are subject to a 1% excise tax enacted by the Inflation Reduction Act of 2022. The amount of excise tax incurred is included in the Company's Consolidated Statement of Stockholders' Equity for the year ended December 31, 2025.
Issuer Purchases of Equity Securities The following table provides information with respect to acquisitions by the Company of shares of its common stock during the quarter ended December 31, 2024.
Issuer Purchases of Equity Securities The following table provides information with respect to acquisitions by the Company of shares of its common stock during the quarter ended December 31, 2025.
This graph assumes $100 was invested in the stock or the indices on December 31, 2019 and reflects the reinvestment of dividends.
This graph assumes $100 was invested in the stock or the indices on December 31, 2020 and reflects the reinvestment of dividends.
As of December 31, 2024, the Company had used approximately $15.8 billion to repurchase shares, leaving approximately $2.2 billion of authority available for future repurchases. 30 Performance Graph 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.
As of December 31, 2025, the Company had used approximately $16.9 billion to repurchase shares, leaving approximately $1.1 billion of authority available for future repurchases. 30 Performance Graph 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.
Item 5: Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Motorola Solutions' common stock is listed on the New York Stock Exchange and trades under the symbol "MSI." The number of stockholders of record of its common stock on February 7, 2025 was 16,633.
Item 5: Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Motorola Solutions' common stock is listed on the New York Stock Exchange and trades under the symbol "MSI." The number of stockholders of record of its common stock on February 6, 2026 was 15,632.
During 2024, we declared regular quarterly dividends of $0.98 per share of our common stock for each of the first three quarters of fiscal 2024, and $1.09 p er share of our common stock for the fourth quarter of fiscal 2024.
During 2025, we declared regular quarterly dividends of $1.09 per share of our common stock for each of the first three quarters of fiscal 2025, and $1.21 per share of our common stock for the fourth quarter of fiscal 2025.
Unregistered Sales of Equity Securities On October 29, 2024, the Company issued 9,530 shares of common stock in connection with the acquisition of 3tc Software to certain former shareholders of the corporation. The stock was issued for an aggregate grant fair value of $4 million that will be expensed over an average service period of 1 year.
Unregistered Sales of Equity Securities On November 18, 2025, the Company issued 2,146 shares of common stock in connection with the acquisition of Blue Eye to certain former shareholders of the corporation. The stock was issued for an aggregate grant fair value of $1 million that will be expensed over an average service period of two years.
Removed
Years Ended December 31 2019 2020 2021 2022 2023 2024 Motorola Solutions $ 100.00 $ 107.39 $ 173.87 $ 167.25 $ 205.78 $ 306.85 S&P 500 $ 100.00 $ 118.39 $ 152.34 $ 124.73 $ 157.48 $ 196.85 S&P Communications Equipment $ 100.00 $ 100.63 $ 152.27 $ 122.01 $ 146.98 $ 202.92 31 Item 6: [Reserved.] 32
Added
Years Ended December 31 2020 2021 2022 2023 2024 2025 Motorola Solutions $ 100.00 $ 161.91 $ 155.74 $ 191.61 $ 285.73 $ 239.54 S&P 500 100.00 128.68 105.36 133.03 166.28 195.98 S&P Communications Equipment 100.00 151.31 121.24 146.05 201.64 241.63 31 Item 6: [Reserved.] 32

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

111 edited+53 added−61 removed42 unchanged
Biggest changeThe initial stage of the Collective Proceeding will involve "Certification" of the claim by the CAT, which we expect to be heard in 2025. 36 Recent Acquisitions Segment Technology Acquisition Description Purchase Price Date of Acquisition Software and Services Command Center 3tc Software Provider of control room software solutions. $22 million and share-based compensation of $4 million October 29, 2024 Software and Services Command Center Noggin Provider of cloud-based business continuity planning, operational resilience and critical event management software. $91 million and share-based compensation of $19 million July 1, 2024 Software and Services Video Security and Access Control Unnamed vehicle location and management solutions business Provider of vehicle location and management solutions. $132 million and share-based compensation of $3 million July 1, 2024 Products and Systems Integration Video Security and Access Control Silent Sentinel Provider of specialized, long-range cameras. $37 million February 13, 2024 Products and Systems Integration Video Security and Access Control IPVideo Creator of a multifunctional safety and security device. $170 million and share-based compensation of $5 million December 15, 2023 Software and Services Command Center Rave Mobile Provider of mass notification and incident management services. $553 million and share-based compensation of $2 million December 14, 2022 Products and Systems Integration LMR Communications Futurecom Provider of radio coverage extension solutions. $30 million October 25, 2022 Products and Systems Integration LMR Communications Barrett Communications Provider of specialized radio communications. $18 million August 8, 2022 Products and Systems Integration Video Security and Access Control Videotec Provider of ruggedized video security solutions. $23 million and share-based compensation of $4 million May 12, 2022 Software and Services Video Security and Access Control Calipsa Provider of cloud-native advanced video analytics. $39 million and share-based compensation of $4 million April 19, 2022 Software and Services LMR Communications TETRA Ireland Provider of Ireland's National Digital Radio Service. $120 million March 23, 2022 Products and Systems Integration Software and Services Video Security and Access Control Ava Provider of cloud-native video security and analytics. $388 million and share-based awards and compensation of $7 million March 3, 2022 Climate Change Regulations We expect that our operations and supply chain will become increasingly subject to federal, state, local and foreign laws, regulations and international treaties and industry standards relating to climate change and other environmental and social impacts, risks and opportunities.
Biggest changeRecent Acquisitions Segment Technology Acquisition Description Purchase Price Date of Acquisition Software and Services Video Security and Access Control Blue Eye Provider of AI-powered enterprise remote video monitoring ("RVM") services. $79 million and share-based compensation of $1 million November 18, 2025 Products and Systems Integration & Software and Services Mission Critical Networks Silvus Designer and developer of software-defined high-speed MANET technology. $4.4 billion and share-based compensation of $20 million August 6, 2025 Software and Services Command Center Theatro Creator of AI and voice-powered communication and digital workflow software for frontline workers. $174 million and share-based compensation of $5 million March 6, 2025 Software and Services Command Center RapidDeploy Provider of cloud-native 911 solutions. $240 million and share-based compensation of $6 million February 21, 2025 Software and Services Command Center 3tc Software Provider of control room software solutions. $23 million and share-based compensation of $4 million October 29, 2024 Software and Services Command Center Noggin Provider of cloud-based business continuity planning, operational resilience and critical event management software. $92 million and share-based compensation of $19 million July 1, 2024 Software and Services Video Security and Access Control Unnamed vehicle location and management solutions business Provider of vehicle location and management solutions. $132 million and share-based compensation of $3 million July 1, 2024 Products and Systems Integration Video Security and Access Control Silent Sentinel Provider of specialized, long-range cameras. $37 million February 13, 2024 Products and Systems Integration Video Security and Access Control IPVideo Creator of a multifunctional safety and security device. $170 million and share-based compensation of $5 million December 15, 2023 Looking Forward We expect continued growth opportunities spanning public safety, government, including defense, and enterprise industries, driven by investments, including acquisitions, in our integrated ecosystem of MCN, Video and Command Center technologies.
The Software and Services segment’s net sales represented 36% of our net sales in 2024, compared to 37% of our net sales in 2023. Net sales increased by $839 million, or 8%, compared to 2023.
The Software and Services segment’s net sales represented 36% of our net sales in 2024, compared to 37% of our net sales in 2023. Net sales increased by $839 million, or 8%, in 2024 compared to 2023.
The primary drivers of this increase in gross margin as a percentage of net sales were: • a 3.2% increase in gross margin as a percentage of net sales in the Products and Systems Integration segment, inclusive of acquisitions, primarily driven by higher sales, favorable mix and lower direct material costs; partially offset by • a 2.4% decrease gross margin as a percentage of net sales in the Software and Services segment, inclusive of acquisitions, driven by the revenue reduction on Airwave services in accordance with the Charge Control.
The primary drivers of this increase in gross margin as a percentage of net sales were: • a 3.2% increase in gross margin as a percentage of net sales in the Products and Systems Integration segment, inclusive of acquisitions, primarily driven by higher sales, favorable mix and lower direct material costs; partially offset by • a 2.4% decrease in gross margin as a percentage of net sales in the Software and Services segment, inclusive of acquisitions, driven by the revenue reduction on Airwave services in accordance with the Charge Control.
Financial Statements and Supplementary Data" of this Form 10-K for further information); • $152 million of intangible asset amortization expense in 2024 compared to $177 million of intangible asset amortization expense in 2023; • a $24 million impairment loss related to the exit of video manufacturing operations in 2023 that did not occur in 2024 (see "Property, Plant and Equipment, Net" within "Note 4: Other Financial Data" to our consolidated financial statements in "Part II.
Financial Statements and Supplementary Data" of this Form 10-K for further information); • $152 million of intangible asset amortization expense in 2024 compared to $177 million of intangible asset amortization expense in 2023; • $24 million of impairment loss related to the exit of video manufacturing operations in 2023 that did not occur in 2024 (see "Property, Plant and Equipment, Net" within "Note 4: Other Financial Data" to our consolidated financial statements in "Part II.
By extending our two-way radios with broadband data capabilities, we strive to provide our customers with greater functionality and multimedia access to the information and data they need in their workflows. Examples include application services such as GPS location to better protect lone workers, job dispatch to assign tasks and work orders and over-the-air programming to optimize device uptime.
By extending our two-way radios with broadband data capabilities, we strive to provide our customers with greater functionality and multimedia access to the information and data they need in their workflows. Examples include application services such as GPS location to better protect lone workers, job dispatch to assign work orders and over-the-air programming to optimize device uptime.
We deploy video security and access control solutions to thousands of government and enterprise customers around the world, including schools, transportation systems, healthcare centers, public venues, commercial real estate, utilities, prisons, factories, casinos, airports, financial institutions, government facilities, state and local law enforcement agencies and retailers.
We deploy video security and access control solutions to thousands of government, public safety and enterprise customers around the world, including schools, transportation systems, healthcare centers, public venues, commercial real estate, utilities, prisons, factories, casinos, airports, financial institutions, government facilities, state and local law enforcement agencies and retailers.
Any such adverse event or change in circumstances could have a significant impact on the recoverability of goodwill and could have a material impact on our consolidated financial statements. The goodwill impairment assessment is performed at the reporting unit level. A reporting unit is an operating segment or one level below an operating segment (referred to as a “component”).
Any 51 such adverse event or change in circumstances could have a significant impact on the recoverability of goodwill and could have a material impact on our consolidated financial statements. The goodwill impairment assessment is performed at the reporting unit level. A reporting unit is an operating segment or one level below an operating segment (referred to as a “component”).
During 2023, we recorded net reorganization of business charges of $53 million relating to the separation of 700 employees, of which 420 were direct employees and 280 were indirect employees. The $53 million of charges included $7 million recorded to Cost of sales and $46 million recorded to Other charges.
During 2023, we recorded net reorganization of business charges of $53 million relating to the separation of 700 employees, of which 420 were direct employees and 280 were indirect employees. The $53 million of charges included $7 million of charges in Cost of sales and $46 million of charges in Other charges.
Included in the aggregate $38 million were charges of $48 million related to employee separation costs, partially offset by $6 million of reversals for employee separation accruals no longer needed and $4 million of reversals for exit cost accruals no longer needed.
Included in the $38 million were charges of $48 million related to employee separation costs, partially offset by $6 million of reversals for employee separation accruals no longer needed and $4 million of reversals for exit cost accruals no longer needed.
Adequate Internal Funding Resources We believe that we have adequate internal resources available to generate adequate amounts of cash to meet our expected working capital, capital expenditure and cash requirements for the next twelve months and the foreseeable future, as supported by the level of cash and cash equivalents in the U.S., the ability to repatriate funds from foreign jurisdictions, cash provided by operations, as well as liquidity provided by our commercial paper program backed by the 2021 Motorola Solutions Credit Agreement.
Adequate Internal Funding Resources We believe that we have adequate internal resources available to generate adequate amounts of cash to meet our expected working capital, capital expenditure and cash requirements for the next twelve months and the foreseeable future, as supported by the level of cash and cash equivalents in the U.S., the ability to repatriate funds from foreign jurisdictions, cash provided by operations, as well as liquidity provided by our commercial paper program backed by the 2025 Motorola Solutions Credit Agreement.
Plans and the Postretirement Health Care Benefits Plan reflect, at December 31 of each year, the prevailing market rates for high-quality, fixed-income debt instruments that, if the obligation was settled at the measurement date, would provide the necessary future cash flows to pay the benefit obligation when due. Our discount rates for measuring our U.S.
Plans and the Postretirement Health Care Benefits Plan reflect, at December 31 of each year, the prevailing market rates for high-quality, fixed-income debt instruments that, if the obligation was settled at the measurement date, would provide the necessary future cash flows to pay the benefit obligation when due. Our weighted average discount rates for measuring our U.S.
In performing this qualitative assessment we assessed relevant events and circumstances including macroeconomic conditions, industry and market conditions, cost factors, overall financial performance, changes in enterprise value and entity-specific events. For fiscal years 2024 and 2023, we concluded it was more-likely-than-not that the fair value of each reporting unit exceeded its carrying value.
In performing this qualitative assessment we assessed relevant events and circumstances including macroeconomic conditions, industry and market conditions, cost factors, overall financial performance, changes in enterprise value and entity-specific events. For fiscal years 2025 and 2024, we concluded it was more-likely-than-not that the fair value of each reporting unit exceeded its carrying value.
The 5% increase in the Software and Services segment was driven by a 12% increase in the North America region partially offset by a 8% decline within the International region.
The 5% increase in the Software and Services segment was driven by a 12% increase in the North America region partially offset by an 8% decline within the International region.
Regional results included: • a 13% increase in the North America region, inclusive of revenue from acquisitions, driven by growth in LMR, Video and Command Center; and • a 2% decline in the International region, inclusive of revenue from acquisitions, driven by the revenue reduction on Airwave services in accordance with the Charge Control and the ESN Exit, partially offset by growth in LMR, Video and Command Center.
Regional results included: • a 13% increase in the North America region, inclusive of revenue from acquisitions, driven by growth in MCN, Video and Command Center; and • a 2% decline in the International region, inclusive of revenue from acquisitions, driven by the revenue reduction on Airwave services in accordance with the Charge Control and the ESN Exit, partially offset by growth in MCN, Video and Command Center.
Given the mission-critical nature of our customers’ operational environments, we aim to design the LMR networks they rely on for availability, security and resiliency. We have a comprehensive approach to system upgrades that addresses hardware, software and implementation services.
Given the mission-critical nature of our customers’ operational environments, we aim to design the mission-critical networks they rely on for reliability, availability, security and resiliency. We have a comprehensive approach to system upgrades that addresses hardware, software and implementation services.
While we regularly repatriate funds, and a portion of offshore funds can be repatriated with minimal adverse financial impact, repatriation of some of these funds may be subject to delay due to local country approvals. Operating Activities The increase in operating cash flows from 2023 to 2024 was primarily driven by higher earnings, net of non-cash charges.
While we regularly repatriate funds, and a portion of offshore funds can be repatriated with minimal adverse financial impact, repatriation of some of these funds may be subject to delay due to local country approvals. 46 Operating Activities The increase in operating cash flows from both 2023 to 2024 and 2024 to 2025 was primarily driven by higher earnings, net of non-cash charges.
Item 7: Management’s Discussion and Analysis of Financial Condition and Results of Operations The following is a discussion and analysis of our financial position as of December 31, 2024 and 2023 and results of operations and cash flows for each of the three years in the period ended December 31, 2024.
Item 7: Management’s Discussion and Analysis of Financial Condition and Results of Operations The following is a discussion and analysis of our financial position as of December 31, 2025 and 2024 and results of operations and cash flows for each of the three years in the period ended December 31, 2025.
Reorganization of Businesses In 2024, we recorded net reorganization of business charges of $38 million relating to the separation of 720 employees, of which 460 were direct employees and 260 were indirect employees. The $38 million of charges included $12 million of charges recorded to Cost of sales and $26 million of charges recorded to Other charges.
During 2024, we recorded net reorganization of business charges of $38 million relating to the separation of 720 employees, of which 460 were direct employees and 260 were indirect employees. The $38 million of charges included $12 million of charges in Cost of sales and $26 million of charges in Other charges.
Our effective tax rate in 2023 was 20.1%, which is lower than the current U.S. federal statutory rate of 21% primarily due to: • $38 million benefit from the foreign derived intangible income deduction; • $33 million of benefits due to the recognition of excess tax benefits on share-based compensation; and • $19 million of benefits due to the generation of research and development tax credits; partially offset by • $71 million tax expense for estimated 2023 U.S. state income taxes.
Our effective tax rate in 2023 was 20.1%, which is lower than the current U.S. federal statutory rate of 21% primarily due to: • $38 million benefit from the foreign derived intangible income deduction; • $29 million benefit from the recognition of excess tax benefits on share-based compensation; and • $19 million benefit from the generation of U.S. federal research and development tax credits; partially offset by • $62 million tax expense for estimated 2023 U.S. state income taxes.
Given the growing volume of video content, we believe that analytics are critical to delivering meaningful, action-oriented insights. Our view is that these insights can help to proactively detect an important event in real time as well as reactively search video content to detect an important event that occurred in the past.
Given the growing volume of video content, we believe that AI-powered analytics are critical to delivering meaningful, action-oriented insights. Our view is that these insights can help to proactively detect an important event in real time as well as reactively search video content to investigate an important event that occurred in the past.
Based on this guidance, we have determined that our Products and Systems Integration and Software and Services segments are comprised of three and two reporting units, respectively. We performed a qualitative assessment to determine whether it was more-likely-than-not that the fair value of each reporting unit was less than its carrying amount for the fiscal years 2024 and 2023.
Based on this guidance, we have determined that our Products and Systems Integration and Software and Services segments are comprised of four and two reporting units, respectively. We performed a qualitative assessment to determine whether it was more-likely-than-not that the fair value of each reporting unit was less than its carrying amount for the fiscal years 2025 and 2024.
Our software is designed to complement video hardware systems, providing end-to-end video security to help keep people, property and places safe. Our video network management software is embedded with AI-powered analytics to deliver operational insights to our customers by bringing attention to important events within their video footage.
Our software is designed to complement video hardware systems, providing end-to-end video security to help keep people, property and places safe. Our video network management software integrates AI-powered analytics to deliver operational insights to our customers by bringing attention to important events within their video footage.
Restricted cash was $3 million as of December 31, 2024 and $2 million as of December 31, 2023. We routinely repatriate a portion of non-U.S. earnings each year.
Restricted cash was $2 million as of December 31, 2025 and $3 million as of December 31, 2024. We routinely repatriate a portion of non-U.S. earnings each year.
Our customers’ systems often have multi-year or multi-decade lifespans that help drive demand for software upgrades, device and infrastructure refresh opportunities, as well as additional services to monitor, manage, maintain and secure these complex networks and solutions. We strive to deliver services to our customers that help improve performance across their systems, devices and applications for greater safety and productivity.
Our customers’ systems often have multi-year or multi-decade lifespans that help drive demand for software upgrades, as well as additional services to monitor, manage, maintain and secure these complex networks and solutions. We strive to deliver services to our customers that help improve performance across their systems, devices and applications for greater safety and productivity.
Pension Benefit Plans and the Postretirement Health Care Benefits Plan, a 25 bps change in our discount rate would be de minimis in 2024. Valuation and Recoverability of Goodwill We assess the recorded amount of goodwill for recovery on an annual basis as of the last day of the third quarter of each fiscal year.
Pension Benefit Plans and the Postretirement Health Care Benefits Plan, a 25 bps change in our discount rate would be de minimis as of December 31, 2025. Valuation and Recoverability of Goodwill We assess the recorded amount of goodwill for recovery on an annual basis as of the last day of the third quarter of each fiscal year.
Investing Activities The increase in net cash used for investing activities from 2023 to 2024 was primarily due to: • $110 million increase in acquisitions and investments, driven by acquisitions and investments of $290 million in 2024 compared to $180 million in 2023; and • $4 million increase in capital expenditures in 2024 compared to 2023; partially offset by • $21 million increase in proceeds from the sale of investments in 2024 compared to 2023.
The increase in net cash used for investing activities from 2023 to 2024 was primarily due to: • $110 million increase in acquisitions and investments in 2024 compared to 2023; and • $4 million increase in capital expenditures in 2024 compared to 2023; partially offset by • $21 million increase in proceeds from the sale of investments in 2024 compared to 2023.
As such, depending on the specific plan, we amortize gains and losses over periods ranging from eight to twenty-five years. Prior service costs are being amortized over periods ranging from one to fifteen years. Benefits under all pension plans are valued based on the projected unit credit cost method.
As such, depending on the specific plan, we amortize gains and losses over periods ranging from eight to twenty-five years. Prior service costs are being amortized over periods ranging from fourteen to twenty-four years. Benefits under all pension plans are valued based on the projected unit credit cost method.
We had outstanding commitments to provide long-term financing to third-parties totaling $105 million at December 31, 2024 and $103 million at December 31, 2023. 51 Critical Accounting Estimates This Management’s Discussion and Analysis of Financial Condition and Results of Operations discusses our consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP").
We had outstanding commitments to provide long-term financing to third-parties totaling $179 million at December 31, 2025 and $105 million at December 31, 2024. Critical Accounting Estimates This Management’s Discussion and Analysis of Financial Condition and Results of Operations discusses our consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles ("GAAP").
For the Postretirement Health Care Benefits Plan, a change in expected return on plan assets would have a de minimis impact to net periodic pension benefit in 2024. A second key assumption is the discount rate. The discount rate assumptions used for the U.S. Pension Benefit Plans, the Non-U.S.
For the Postretirement Health Care Benefits Plan, a 25 bps change in expected return on plan assets would have a de minimis impact to net periodic pension benefit in 2025. A second key assumption is the discount rate. The discount rate assumptions used for the U.S. Pension Benefit Plans, the Non-U.S.
The decrease was primarily driven by: • a $61 million gain on the Hytera litigation in 2024 for the amounts recovered through legal proceedings due to theft of our trade secrets that did not occur in 2023 (see "Hytera Civil Litigation" within "Note 12: Commitments and Contingencies" to our consolidated financial statements in "Part II. Item 8.
The decrease was primarily due to: • $61 million of gains on the Hytera litigation in 2024 for the amounts recovered through legal proceedings due to theft of our trade secrets that did not occur in 2023 (see "Hytera Civil Litigation" within "Note 12: Commitments and Contingencies" to our consolidated financial statements in "Part II. Item 8.
The reorganization of business accruals for employee separation costs at December 31, 2024 were $27 million which we expect to pay within one year. At January 1, 2024, we had an accrual of $5 million for exit costs related to our exit of the ESN contract with the Home Office.
The reorganization of business accruals for employee separation costs at December 31, 2025 were $24 million which we expect to pay within one year. At January 1, 2025, we had an accrual of $1 million for exit costs related to our exit of the ESN contract with the Home Office.
Item 8. Financial Statements and Supplementary Data” of this Form 10-K for further information).
Item 8. Financial Statements and Supplementary Data" of this Form 10-K for further information).
As new system releases become available, we work with our customers to upgrade software, hardware, or both, with respect to site controllers, comparators, routers, LAN switches, servers, dispatch consoles, logging equipment, network management terminals, network security devices such as firewalls and intrusion detection sensors, on-site or remotely.
As new system releases and data security updates become available, we work with our customers to upgrade software, hardware, or both. This may include site controllers, comparators, routers, LAN switches, servers, dispatch consoles, logging equipment, network management terminals, network security devices such as firewalls and intrusion detection sensors, on-site or remotely.
On a geographic basis, net sales increased in both the North America and International regions. Operating earnings were $1.7 billion in 2024, compared to $1.2 billion in 2023.
On a geographic basis, net sales increased in both the North America and International regions. Operating earnings were $1.2 billion in 2025, compared to $1.0 billion in 2024.
We believe that public safety agencies and enterprises continue to trust LMR communications systems and devices because they are purpose-built and designed for reliability, availability, security and resiliency to help keep people connected even during the most challenging conditions.
We believe that public safety, government agencies, including defense, and enterprises continue to trust mission-critical communications systems and devices because they are purpose-built and designed for reliability, availability, security and resiliency to help keep people connected even during the most challenging conditions.
The LMR technology within the Products and Systems Integration segment represent ed 83% of the net sales of the total segment in 2024. 33 Video Our Video technology includes video management infrastructure, AI-powered security cameras including fixed and certain mobile video equipment, as well as on-premises and cloud-based access control solutions.
The MCN technology within the Products and Systems Integration segment represent ed 84% of the net sales of the total segment in 2025. Video Our Video technology includes video management infrastructure, AI-powered security cameras including fixed and certain mobile video equipment, as well as on-premises and cloud-based access control solutions.
SG&A expenses were 16.2% of net sales in 2024 compared to 15.6% of net sales in 2023. 40 Research and Development ("R&D") Expenditures Years ended December 31 (In millions) 2024 2023 % Change R&D expenditures from Products and Systems Integration $ 575 $ 551 4 % R&D expenditures from Software and Services 342 307 11 % R&D expenditures $ 917 $ 858 7 % R&D expenditures increased $59 million, or 7% in 2024 compared to 2023 primarily due to: • a $35 million, or 11% increase in Software and Services R&D expenses primarily due to higher employee incentive costs, including share-based compensation, and higher expenses associated with acquired businesses; and • an $24 million, or 4% increase in Products and Systems Integration R&D expenses primarily due to higher employee incentive costs, including share-based compensation, and higher expenses associated with acquired businesses.
Research and Development ("R&D") Expenditures Years ended December 31 (In millions) 2024 2023 % Change R&D expenditures from Products and Systems Integration $ 575 $ 551 4 % R&D expenditures from Software and Services 342 307 11 % R&D expenditures $ 917 $ 858 7 % R&D expenditures increased $59 million, or 7% in 2024 compared to 2023 primarily due to: • a $35 million, or 11% increase in Software and Services R&D expenses primarily due to higher employee incentive costs, including share-based compensation, and higher expenses associated with acquired businesses; and • a $24 million, or 4% increase in Products and Systems Integration R&D expenses primarily due to higher employee incentive costs, including share-based compensation, and higher expenses associated with acquired businesses.
The following table displays the net charges incurred by business segment due to such reorganizations: Years ended December 31 2024 2023 2022 Products and Systems Integration $ 32 $ 45 $ 21 Software and Services 6 8 15 $ 38 $ 53 $ 36 Cash payments for employee severance in connection with the reorganization of business plans were $38 million, $37 million, and $34 million in 2024, 2023, and 2022, respectively.
The following table displays the net charges incurred by business segment due to such reorganizations: Years ended December 31 2025 2024 2023 Products and Systems Integration $ 42 $ 32 $ 45 Software and Services 18 6 8 $ 60 $ 38 $ 53 Cash payments for employee severance in connection with the reorganization of business plans were $61 million, $38 million, and $37 million in 2025, 2024, and 2023, respectively.
On January 15, 2025, we paid an additional $182 million in cash dividends to holders of our common stock.
On January 15, 2026, we paid an additional $201 million in cash dividends to holders of our common stock.
The increase in net sales included: • an increase in the Products and Systems Integration segment, inclusive of $43 million of revenue from acquisitions, driven by growth in LMR and Video; and • an increase in the Software and Services segment, inclusive of $52 million of revenue from acquisitions, driven by an increase in Video and Command Center, partially offset by LMR services due to the revenue reduction on Airwave services in accordance with the Charge Control and the Company's exit of the Emergency Services Network contract with the Home Office in 2022, inclusive of the twelve months of transition services through the end of 2023 (the "ESN Exit"); • inclusive of $2 million from unfavorable currency rates.
The increase in net sales included: • an increase in the Products and Systems Integration segment, inclusive of $43 million of revenue from acquisitions, driven by growth in MCN and Video; • an increase in the Software and Services segment, inclusive of $52 million of revenue from acquisitions, driven by an increase in Video and Command Center, partially offset by MCN due to the revenue reduction on Airwave services in accordance with the legal order imposed by the Competition and Markets Authority (CMA) which implemented a prospective price control on Airwave (the "Charge Control") and the Company's exit of the Emergency Services Network contract with the Home Office in 2022, inclusive of twelve months of transition services through the end of 2023 (the "ESN Exit"); and • inclusive of $2 million from unfavorable currency rates.
Our investment return assumption for the U.S. Pension Benefit Plans was 7.74% in 2024 and 7.87% in 2023. Our investment return assumption for the Postretirement Health Care Benefits Plan was 8.30% in 2024 and 8.00% in 2023. Our weighted average investment return assumption for the Non-U.S. Plans was 5.84% in 2024 and 6.18% in 2023. For the U.S.
Pension Benefit Plans was 8.01% in 2025 and 7.74% in 2024. Our investment return assumption for the Postretirement Health Care Benefits Plan was 8.55% in 2025 and 8.30% in 2024. Our weighted average investment return assumption for the Non-U.S. Plans was 6.29% in 2025 and 5.84% in 2024. For the U.S. and Non-U.S.
Pension Benefit Plan obligations were 5.70% and 5.01% at December 31, 2024 and 2023, respectively. Our weighted average discount rates for measuring our Non-U.S. Plans were 5.07% and 4.3% at December 31, 2024 and 2023, respectively. Our discount rates for measuring the Postretirement Health Care Benefits Plan obligation were 5.49% and 4.92% at December 31, 2024 and 2023, respectively.
Pension Benefit Plans obligations were 5.50% and 5.70% at December 31, 2025 and 2024, respectively. Our weighted average discount rates for measuring our Non-U.S. Plans were 5.25% and 5.07% at December 31, 2025 and 2024, respectively. Our discount rates for measuring the Postretirement Health Care Benefits Plan obligation were 5.12% and 5.49% at December 31, 2025 and 2024, respectively.
For example, AI-powered analytics can highlight a person at a facility out of hours (unusual activity), locate a missing child at a theme park (appearance search), flag a vehicle of interest at a school (license plate recognition), send an alert if doors to a restricted area are propped open at a hospital (access control), or trigger a school's customized lockdown plan while simultaneously alerting first responders and sharing video footage from inside the school.
For example, AI-powered analytics can highlight a person at a facility out of hours (unusual activity), locate a missing child at a theme park (appearance search), automate video verification workflows for building access (site protection), flag a vehicle of interest at a school (license plate recognition), send an alert if doors to a restricted area are propped open at a hospital (access control), trigger a school's customized lockdown plan while simultaneously alerting first responders and sharing the school's video footage (decision management) or redact people and objects in video evidence for investigations (digital evidence management).
Our share repurchases for 2024, 2023, and 2022 are summarized as follows: Year Shares Repurchased (in millions) Average Price Amount (in millions) 2024 0.6 $ 396.69 $ 244 2023 2.9 278.56 804 2022 3.7 225.00 836 Dividends We paid cash dividends to holders of our common stock of $654 million in 2024, $589 million in 2023, and $530 million in 2022.
Our share repurchases for 2025, 2024, and 2023 are summarized as follows: Year Shares Repurchased (in millions) Average Price Amount (in millions) 2025 2.7 $ 420.21 $ 1,154 2024 0.6 396.69 244 2023 2.9 278.56 804 Dividends We paid cash dividends to holders of our common stock of $728 million in 2025, $654 million in 2024, and $589 million in 2023.
Other Charges Years ended December 31 (In millions) 2024 2023 Other charges from Products and Systems Integration $ 25 $ 94 Other charges from Software and Services 130 $ 163 Other charges $ 155 $ 257 Other charges decreased $102 million, or 40% in 2024 compared to 2023 due to a $69 million, or 73% decrease in Products and System Integration and a $33 million, or 20% decrease in Software and Services.
R&D expenditures were 8.5% of net sales in 2024 and 8.6% of net sales in 2023. 43 Other Charges Years ended December 31 (In millions) 2024 2023 Other charges from Products and Systems Integration $ 25 $ 94 Other charges from Software and Services 130 163 Other charges $ 155 $ 257 Other charges decreased $102 million, or 40% in 2024 compared to 2023 due to a $69 million, or 73% decrease in Products and Systems Integration and a $33 million, or 20% decrease in Software and Services.
For the U.S. Pension Benefit Plans, a 25 bps increase in the discount rate on the projected benefit obligation would result in a $109 million reduction of the projected benefit obligation and a 25 bps decrease would result in $115 million of additional projected benefit obligation in 2024. For the Non-U.S.
For the U.S. Pension Benefit Plans, a 25 bps increase in the discount rate on the projected benefit obligation would result in a $107 million reduction of the projected benefit obligation and a 25 bps decrease would result in $111 million of additional projected benefit obligation as of December 31, 2025. For the Non-U.S.
The increase in net sales included: • an increase in the Products and Systems Integration segment, inclusive of $15 million of revenue from acquisitions, driven by growth in LMR and Video; • an increase in the Software and Services segment, inclusive of $83 million of revenue from acquisitions, driven by an increase in LMR services, Command Center and Video; and • inclusive of $38 million from unfavorable currency rates.
The increase in net sales included: • an increase in the Software and Services segment, inclusive of $120 million of revenue from acquisitions, driven by an increase in MCN, Video and Command Center; and • an increase in the Products and Systems Integration segment, inclusive of $262 million of revenue from acquisitions, driven by growth in MCN and Video; • inclusive of $35 million from favorable currency rates.
Our cloud technologies can offer organizations the ability to access, search and manage their video security intrusion and access control system from a centralized dashboard, accessible on remote devices such as smartphones and laptops.
Our cloud technologies can offer organizations the ability to access, search and manage their video security intrusion, access control, mailroom and visitor management systems from a centralized dashboard, accessible on remote devices such as smartphones and laptops via web browser or mobile app.
Results of Operations Years ended December 31 (Dollars in millions, except per share amounts) 2024 % of Sales ** 2023 % of Sales ** 2022 % of Sales ** Net sales from products $ 6,454 $ 5,814 $ 5,368 Net sales from services 4,363 4,164 3,744 Net sales 10,817 9,978 9,112 Costs of product sales 2,674 41.4 % 2,591 44.6 % 2,595 48.3 % Costs of services sales 2,631 60.3 % 2,417 58.0 % 2,288 61.1 % Costs of sales 5,305 49.0 % 5,008 50.2 % 4,883 53.6 % Gross margin 5,512 51.0 % 4,970 49.8 % 4,229 46.4 % Selling, general and administrative expenses 1,752 16.2 % 1,561 15.6 % 1,450 15.9 % Research and development expenditures 917 8.5 % 858 8.6 % 779 8.5 % Other charges 155 1.4 % 257 2.6 % 339 3.7 % Operating earnings 2,688 24.8 % 2,294 23.0 % 1,661 18.2 % Other income (expense): Interest expense, net (227) (2.1) % (216) (2.2) % (226) (2.5) % Gains on sales of investments and businesses, net — — % — — % 3 — % Other, net (489) (4.5) % 68 0.7 % 77 0.8 % Total other expense (716) (6.6) % (148) (1.5) % (146) (1.6) % Net earnings before income taxes 1,972 18.2 % 2,146 21.5 % 1,515 16.6 % Income tax expense 390 3.6 % 432 4.3 % 148 1.6 % Net earnings 1,582 14.6 % 1,714 17.2 % 1,367 15.0 % Less: Earnings attributable to noncontrolling interests 5 — % 5 0.1 % 4 — % Net earnings* $ 1,577 14.6 % $ 1,709 17.1 % $ 1,363 15.0 % Earnings per diluted common share* $ 9.23 $ 9.93 $ 7.93 * Amounts attributable to Motorola Solutions, Inc. common shareholders. ** Percentages may not add due to rounding. 38 Geographic Market Sales by Locale of End Customer 2024 2023 2022 North America 72 % 69 % 70 % International 28 % 31 % 30 % 100 % 100 % 100 % Results of Operations—2024 Compared to 2023 Net Sales Years ended December 31 (In millions) 2024 2023 % Change Net sales from Products and Systems Integration $ 6,883 $ 6,242 10 % Net sales from Software and Services 3,934 3,736 5 % Net sales $ 10,817 $ 9,978 8 % The Products and Systems Integration segment’s net sales represented 64% of our net sales in 2024, compared to 63% of our net sales in 2023.
Results of Operations Years ended December 31 (Dollars in millions, except per share amounts) 2025 % of Sales ** 2024 % of Sales ** 2023 % of Sales ** Net sales from products $ 6,770 $ 6,454 $ 5,814 Net sales from services 4,912 4,363 4,164 Net sales 11,682 10,817 9,978 Costs of product sales 2,776 41.0 % 2,674 41.4 % 2,591 44.6 % Costs of services sales 2,871 58.4 % 2,631 60.3 % 2,417 58.0 % Costs of sales 5,647 48.3 % 5,305 49.0 % 5,008 50.2 % Gross margin 6,035 51.7 % 5,512 51.0 % 4,970 49.8 % Selling, general and administrative expenses 1,870 16.0 % 1,752 16.2 % 1,561 15.6 % Research and development expenditures 970 8.3 % 917 8.5 % 858 8.6 % Other charges 207 1.8 % 155 1.4 % 257 2.6 % Operating earnings 2,988 25.6 % 2,688 24.8 % 2,294 23.0 % Other income (expense): Interest expense, net (302) (2.6) % (227) (2.1) % (216) (2.2) % Other, net 126 1.1 % (489) (4.5) % 68 0.7 % Total other expense (176) (1.5) % (716) (6.6) % (148) (1.5) % Net earnings before income taxes 2,812 24.1 % 1,972 18.2 % 2,146 21.5 % Income tax expense 652 5.6 % 390 3.6 % 432 4.3 % Net earnings 2,160 18.5 % 1,582 14.6 % 1,714 17.2 % Less: Earnings attributable to noncontrolling interests 6 0.1 % 5 — % 5 0.1 % Net earnings* $ 2,154 18.4 % $ 1,577 14.6 % $ 1,709 17.1 % Earnings per diluted common share* $ 12.75 $ 9.23 $ 9.93 * Amounts attributable to Motorola Solutions, Inc. common shareholders. ** Percentages may not add due to rounding. 37 Geographic Market Sales by Locale of End Customer 2025 2024 2023 North America 72 % 72 % 69 % International 28 % 28 % 31 % 100 % 100 % 100 % Results of Operations—2025 Compared to 2024 Net Sales Years ended December 31 (In millions) 2025 2024 % Change Net sales from Products and Systems Integration $ 7,253 $ 6,883 5 % Net sales from Software and Services 4,429 3,934 13 % Net sales $ 11,682 $ 10,817 8 % The Products and Systems Integration segment’s net sales represented 62% of our net sales in 2025, compared to 64% of our net sales in 2024.
The following table summarizes the proceeds received from sales of accounts receivable and long-term receivables for the years ended December 31, 2024, 2023, and 2022: Years ended December 31 2024 2023 2022 Contract-specific discounting facility $ — $ — $ 49 Accounts receivable sales proceeds 15 96 179 Long-term receivables sales proceeds 205 182 204 Total proceeds from receivable sales $ 220 $ 278 $ 432 At December 31, 2024, the Company had retained servicing obligations for $794 million of long-term receivables, compared to $813 million of long-term receivables at December 31, 2023.
The following table summarizes the proceeds received from sales of accounts receivable and long-term receivables for the years ended December 31, 2025, 2024, and 2023: Years ended December 31 2025 2024 2023 Accounts receivable sales proceeds $ 156 $ 15 $ 96 Long-term receivables sales proceeds 258 205 182 Total proceeds from receivable sales $ 414 $ 220 $ 278 At December 31, 2025, the Company had retained servicing obligations for $814 million of long-term receivables, compared to $794 million of long-term receivables at December 31, 2024.
We use a five-year, market-related asset value method of recognizing asset related gains and losses. 52 We use long-term historical actual return experience with consideration of the expected investment mix of the plans’ assets, as well as future estimates of long-term investment returns, to develop our expected rate of return assumption used in calculating the net periodic pension cost (benefit) and the net postretirement health care benefit.
We use long-term historical actual return experience with consideration of the expected investment mix of the plans’ assets, as well as future estimates of long-term investment returns, to develop our expected rate of return assumption used in calculating the net periodic pension cost (benefit) and the net postretirement health care benefit. Our investment return assumption for the U.S.
Servicing obligations are limited to collection activities related to the sales of accounts receivables and long-term receivables. Debt We had outstanding long-term debt of $6.0 billion at each of December 31, 2024 and 2023, including the current portions of $322 million and $1.3 billion, at December 31, 2024 and December 31, 2023, respectively.
Servicing obligations are limited to collection activities related to the sales of accounts receivables and long-term receivables. Debt We had outstanding debt of $9.2 billion and $6.0 billion at December 31, 2025 and 2024, respectively, of which $749 million and $322 million was current, at December 31, 2025 and December 31, 2024, respectively.
The interest rate and facility fee are subject to adjustment if our credit rating changes. We must comply with certain customary covenants including a maximum leverage ratio, as defined in the 2021 Motorola Solutions Credit Agreement. We were in compliance with our financial covenants as of December 31, 2024. We have investment grade ratings on our senior unsecured long-term debt.
We must comply with certain customary covenants including a maximum leverage ratio, as defined in the 2025 Motorola Solutions Credit Agreement. We were in compliance with our financial covenants as of December 31, 2025. We have investment grade ratings on our senior unsecured long-term debt.
The Command Center technology within the Software and Services segment represented 20% of the net sales of the total segment in 2024. 2024 Financial Results • Net sales were $10.8 billion in 2024 compared to $10.0 billion in 2023. • Operating earnings were $2.7 billion in 2024 compared to $2.3 billion in 2023. • Net earnings attributable to Motorola Solutions, Inc. were $1.6 billion, or $9.23 per diluted common share in 2024, compared to earnings of $1.7 billion, or $9.93 per diluted common share in 2023. • Our operating cash flow was $2.4 billion in 2024 compared to $2.0 billion in 2023. • We returned approximately $898 million of capital to shareholders, in the form of $654 million in dividends and $244 million in share repurchases in 2024.
The Command Center technology within the Software and Services segment represented 21% of the net sales of the total segment in 2025. 2025 Financial Results • Net sales were $11.7 billion in 2025 compared to $10.8 billion in 2024. • Operating earnings were $3.0 billion in 2025 compared to $2.7 billion in 2024. • Net earnings attributable to Motorola Solutions, Inc. were $2.2 billion, or $12.75 per diluted common share in 2025, compared to earnings of $1.6 billion, or $9.23 per diluted common share in 2024. • Our operating cash flow was $2.8 billion in 2025 compared to $2.4 billion in 2024. • We returned approximately $1.9 billion of capital to shareholders, in the form of $728 million in dividends and $1.2 billion in share repurchases in 2025. • We increased our quarterly dividend by 11% to $1.21 per share in November 2025. • We ended 2025 with a backlog position of $15.7 billion, up $1.0 billion compared to 2024.
For further information, see "Note 7: Income Taxes" to our consolidated financial statements in "Part II. Item 8. Financial Statements and Supplementary Data” of this Form 10-K.
For further information, see "Note 7: Income Taxes" to our consolidated financial statements in "Part II. Item 8.
The 9% increase in net sales within the Products and 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 13% increase in the Software and Services segment was driven by a 12% increase in the North America region and a 14% increase within the International region. The 5% increase in net sales within the Products and Systems Integration segment was driven by a 4% increase in the North America region and a 8% increase in the International region.
We account for certain system contracts on an over time basis, electing an input method of estimated costs as a measure of performance completed. The selection of costs incurred as a measure of progress aligns the transfer of control to the overall production of the customized system.
We account for certain system contracts on an over time basis, electing an input method of estimated costs as a measure of performance completed.
Risk Factors" of this Form 10-K for further discussion regarding access to the capital markets. 50 Material Cash Requirements from Contractual and Other Obligations Summarized in the table and text below are our short-term (within the next twelve months) and long-term material cash requirements as of December 31, 2024, which we expect to fund with a combination of operating cash flows, existing cash balances or, as needed, borrowings under new or existing debt: Payments Due by Period (in millions) Short-term Long-term Long-term debt obligations, gross (1) $ 322 $ 5,726 Lease obligations (2) 146 467 Purchase obligations (3) 151 562 Total obligations $ 619 $ 6,755 (1) Amounts included represent the estimated principal payments applicable to outstanding debt.
Material Cash Requirements from Contractual and Other Obligations Summarized in the table and text below are our short-term (within the next twelve months) and long-term material cash requirements as of December 31, 2025, which we expect to fund with a combination of operating cash flows, existing cash balances or, as needed, borrowings under new or existing debt: Payments Due by Period (in millions) Short-term Long-term Debt obligations, gross (1) $ 750 $ 8,476 Lease obligations (2) 155 521 Purchase obligations (3) 250 521 Total obligations $ 1,155 $ 9,518 (1) Amounts included represent the estimated principal payments applicable to outstanding debt.
Results of Operations—2023 Compared to 2022 Net Sales Years ended December 31 (In millions) 2023 2022 % Change Net sales from Products and Systems Integration $ 6,242 $ 5,728 9 % Net sales from Software and Services 3,736 3,384 10 % Net sales $ 9,978 $ 9,112 10 % The Products and Systems Integration segment’s net sales represented 63% of our net sales in both 2023 and 2022.
Financial Statements and Supplementary Data” of this Form 10-K. 41 Results of Operations—2024 Compared to 2023 Net Sales Years ended December 31 (In millions) 2024 2023 % Change Net sales from Products and Systems Integration $ 6,883 $ 6,242 10 % Net sales from Software and Services 3,934 3,736 5 % Net sales $ 10,817 $ 9,978 8 % The Products and Systems Integration segment’s net sales represented 64% of our net sales in 2024, compared to 63% of our net sales in 2023.
The 2021 Motorola Solutions Credit Agreement includes a letter of credit sub-limit and fronting commitments of $450 million. Borrowings under the facility bear interest at the prime rate plus the applicable margin, or at a spread above the Secured Overnight Financing Rate ("SOFR"), at our option. An annual facility fee is payable on the undrawn amount of the credit line.
Borrowings under the facility bear interest at the prime rate plus the applicable margin, or at a spread above the Secured Overnight Financing Rate (SOFR), at our option. An annual facility fee is payable on the undrawn amount of the credit line. The interest rate and facility fee are subject to adjustment if our credit rating changes.
Selling, General and Administrative ("SG&A") Expenses Years ended December 31 (In millions) 2023 2022 % Change SG&A expenses from Products and Systems Integration $ 1,239 $ 1,156 7 % SG&A expenses from Software and Services 322 294 10 % SG&A expenses $ 1,561 $ 1,450 8 % SG&A expenses increased $111 million, or 8% in 2023 compared to 2022 primarily due to: • an $83 million, or 7% increase in Products and Systems Integration SG&A expenses primarily due to higher employee incentive costs, including share-based compensation and higher expenses associated with acquired businesses, partially offset by lower Hytera-related legal expenses; and • a $28 million, or 10% increase in Software and Services SG&A expenses primarily due to higher expenses associated with acquired businesses and higher employee incentive costs, including share-based compensation.
Selling, General and Administrative ("SG&A") Expenses Years ended December 31 (In millions) 2025 2024 % Change SG&A expenses from Products and Systems Integration $ 1,478 $ 1,392 6 % SG&A expenses from Software and Services 392 360 9 % SG&A expenses $ 1,870 $ 1,752 7 % SG&A expenses increased $118 million, or 7% in 2025 compared to 2024 primarily due to: • an $86 million, or 6% increase in Products and Systems Integration SG&A expenses primarily due to higher employee incentive costs, including share-based compensation and investments in video, and higher expenses associated with acquired businesses, partially offset by lower expenses related to legal matters, including Hytera-related legal expenses; and • a $32 million, or 9% increase in Software and Services SG&A expenses primarily due to higher expenses associated with acquired businesses and employee incentive costs, partially offset by lower expenses related to legal matters.
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.
While each technology individually strives to make users safer and more productive, we believe we can enable better outcomes for our customers by uniting these technologies as a comprehensive integrated safety and security system.
Other, net Years ended December 31 (In millions) 2024 2023 Other, net $ (489) $ 68 The $557 million change in Other, net expense in 2024 compared to Other, net income in 2023 was primarily due to: • $585 million of loss from the extinguishment of the the Silver Lake Convertible Debt which was recognized in 2024; • $19 million of losses on derivatives in 2024 compared to $20 million of gains on derivatives in 2023; • $5 million of losses on fair value adjustments to equity investments in 2024 compared to an $13 million of gains on fair value adjustments to equity investments in 2023; and • $11 million of losses on assessments of uncertain tax positions recognized in 2024; partially offset by • $2 million of foreign currency gains in 2024 compared to $53 million of foreign currency losses in 2023; • $132 million of net periodic pension and postretirement benefit in 2024 compared to $99 million of net periodic pension and postretirement benefit in 2023; and • $3 million of investment impairments in 2024 compared to $16 million of investment impairments in 2023. 42 Effective Tax Rate Years ended December 31 (In millions) 2024 2023 Income tax expense $ 390 $ 432 Income tax expense decreased by $42 million in 2024 compared to 2023, for an effective tax rate of 19.8%, which is lower than the current U.S. federal statutory rate of 21% primarily due to: • $171 million benefit from our decision to implement a business initiative in 2024 which allows for additional utilization of foreign tax credit carryforwards and a higher foreign derived intangible income deduction on our 2023 U.S. tax return; • $45 million of benefits due to the recognition of excess tax benefits on share-based compensation; • $29 million benefit from the foreign derived intangible income deduction; and • $24 million of benefits due to the generation of research and development tax credits; partially offset by • $148 million tax expense due to the non-tax deductible loss on the extinguishment of Silver Lake Convertible Debt; and • $66 million tax expense for estimated 2024 U.S. state income taxes.
Effective Tax Rate Years ended December 31 (In millions) 2024 2023 Income tax expense $ 390 $ 432 Income tax expense decreased by $42 million in 2024 compared to 2023, for an effective tax rate of 19.8%, which is lower than the current U.S. federal statutory rate of 21% primarily due to: • $113 million benefit from our decision to implement a business initiative in 2024 which allows for additional utilization of foreign tax credit carryforwards on our 2023 U.S. tax return and current year generation of foreign tax credits; • $99 million benefit from the foreign derived intangible income deduction inclusive of a higher foreign derived intangible income deduction on our 2023 U.S. tax return due to our decision to implement a business initiative in 2024; • $35 million benefit from the recognition of excess tax benefits on share-based compensation; and • $22 million benefit from the generation of U.S. federal research and development tax credits; partially offset by • $124 million tax expense due to the non-tax deductible loss on the extinguishment of Silver Lake Convertible Debt; and • $81 million tax expense for estimated 2024 U.S. state income taxes.
Other Contingencies Potential Contractual Damage Claims in Excess of Underlying Contract Value: In certain circumstances, we enter into contracts with customers pursuant to which the damages that could be claimed by the customer for failed performance might exceed the revenue we receive from the contract.
We do not anticipate the cancellation of any of our take-or-pay agreements in the future and estimate that purchases from these suppliers will exceed the minimum obligations during the agreement periods. 49 Other Contingencies Potential Contractual Damage Claims in Excess of Underlying Contract Value: In certain circumstances, we enter into contracts with customers pursuant to which the damages that could be claimed by the customer for failed performance might exceed the revenue we receive from the contract.
For system contracts accounted for over time using estimated costs as a measure of performance completed, we rely on estimates around the total estimated costs to complete the contract (“Estimated Costs to Complete”). Estimated Costs to Complete include direct labor, equipment and subcontracting costs.
The selection of costs incurred as a measure of progress aligns the transfer of control to the overall production of the customized system. 50 For system contracts accounted for over time using estimated costs as a measure of performance completed, we rely on estimates around the total estimated costs to complete the contract (“Estimated Costs to Complete”).
The decrease in net cash used for investing activities from 2022 to 2023 was primarily due to: • $997 million decrease in acquisitions and investments, driven by acquisitions of $180 million in 2023 compared to $1.2 billion in 2022; and • $3 million decrease in capital expenditures in 2023 compared to 2022; partially offset by • $27 million decrease in proceeds from the sale of investments in 2023 compared to 2022. 48 Financing Activities The increase in cash used for financing activities in 2024 compared to cash used for financing activities in 2023 was driven by (also see further discussion in "Debt," "Credit Facilities," "Share Repurchase Program" and "Dividends" in this section below): • $1.9 billion increase in repayments of debt in 2024 primarily driven by the repurchase of the Silver Lake Convertible Debt and repayment of our 4.0% senior notes due 2024; • $654 million cash used for the payment of dividends in 2024 compared to $589 million in 2023; and • $75 million in net proceeds from the issuance of common stock in connection with our employee stock option and employee stock purchase plans in 2024 compared to $104 million in 2023; partially offset by • $1.3 billion in net proceeds in 2024 driven by the issuance of our 5.0% senior notes due 2029 and 5.4% senior notes due 2034; and • $247 million used for purchases under our share repurchase program in 2024 compared to $804 million in 2023.
The increase in cash used for financing activities in 2024 compared to cash used for financing activities in 2023 was driven by: • $1.9 billion increase in repayments of debt in 2024 primarily driven by the repurchase of the Silver Lake Convertible Debt and repayment of our 4.0% senior notes due 2024; • $654 million cash used for the payment of dividends in 2024 compared to $589 million in 2023; and • $75 million in proceeds from the issuance of common stock, net of tax, in connection with our employee stock option and employee stock purchase plans in 2024 compared to $104 million in 2023; partially offset by • $1.3 billion in net proceeds in 2024 driven by the issuance of our 5.0% senior notes due 2029 and 5.4% senior notes due 2034; and • $247 million used for purchases under our share repurchase program in 2024 compared to $804 million in 2023. 47 Sales of Receivables We may choose to sell accounts receivable and long-term receivables to third-parties under one-time arrangements.
Due to the nature of the efforts required to be performed to meet the underlying performance obligation, determining Estimated Costs to Complete may be complex and subject to many variables. We have a standard and disciplined process in which management reviews the progress and performance of open contracts in order to determine the best estimate of Estimated Costs to Complete.
We have a standard and disciplined process in which management reviews the progress and performance of open contracts in order to determine the best estimate of Estimated Costs to Complete.
Our cloud solutions are also sold as-a-service, available as single-year to multi-year hosted services, supporting our customers with upgrades and software enhancements to help ensure system performance and technological advancement.
Our body cameras can be paired with either on-premises or cloud-based digital evidence management software and complementary command center products. Our cloud solutions are also sold as-a-service, available from single-year to multi-year hosted services, supporting our customers with upgrades and software enhancements to help ensure system performance and technological advancement.
Sales of Receivables We may choose to sell accounts receivable and long-term receivables to third-parties under one-time arrangements. We may or may not retain the obligation to service the sold accounts receivable and long-term receivables.
We may or may not retain the obligation to service the sold accounts receivable and long-term receivables.
The remaining $1 million of exit costs are recorded in Accrued liabilities in our Consolidated Balance Sheet at December 31, 2024, and are expected to be paid within one year. 47 Liquidity and Capital Resources Years Ended December 31 2024 2023 2022 Cash flows provided by (used for): Operating activities $ 2,391 $ 2,044 $ 1,823 Investing activities (507) (414) (1,387) Financing activities (1,448) (1,295) (906) Effect of exchange rates on cash and cash equivalents (39) 45 (79) Increase (decrease) in cash and cash equivalents $ 397 $ 380 $ (549) Cash and Cash Equivalents At December 31, 2024, $1.8 billion of our $2.1 billion cash and cash equivalents balance was held in the U.S. and $299 million was held in other countries.
Liquidity and Capital Resources Years Ended December 31 2025 2024 2023 Cash flows provided by (used for): Operating activities $ 2,837 $ 2,391 $ 2,044 Investing activities (5,164) (507) (414) Financing activities 1,309 (1,448) (1,295) Effect of exchange rates on cash and cash equivalents 81 (39) 45 Increase (decrease) in cash and cash equivalents $ (937) $ 397 $ 380 Cash and Cash Equivalents At December 31, 2025, $832 million of our $1.2 billion cash and cash equivalents balance was held in the U.S. and $333 million was held in other countries.
We also offer High Frequency (HF) and Very High Frequency (VHF) communications technology to military, government and relief agency customers who require dynamic and mobile point-to-point voice communications in remote environments without the need for fixed infrastructure.
Additionally, through our MANET and High Frequency (HF) and Very High Frequency (VHF) communications technologies, we support defense, government and disaster relief agency customers that require dynamic, mobile and tactical point-to-point voice and data communications in remote or contested environments without the need for fixed infrastructure.
Included in the aggregate $36 million were charges of $36 million for employee separation costs and $10 million for exit costs, partially offset by $10 million of reversals for accruals no longer needed.
The $60 million of charges included $16 million of charges in Cost of sales and $44 million of charges in Other charges. Included in the $60 million were charges of $62 million related to employee separation costs and $2 million related to exit costs, partially offset by $4 million of reversals for employee separation accruals no longer needed.
Pension Benefit Plans, a 25 bps increase in expected return on plan assets would result in $4 million of additional net periodic pension benefit and a 25 bps decrease would result in a $4 million reduction in net periodic pension benefit in 2024.
Pension Benefit plans, a 25 bps change in expected return on plan assets would result in a $9 million and $4 million, respectively, change in net period pension benefit in 2025.
Products and Systems Integration The 10% increase in the Products and Systems Integration segment was driven by the following: • a $612 million, or 12% growth in LMR, driven by both the North America and International regions; and • a $29 million, or 3% growth in Video, inclusive of revenue from acquisitions, driven by both the North America and International regions; • inclusive of $2 million from unfavorable currency rates. 39 Software and Services The 5% increase in the Software and Services segment was driven by the following: • a $165 million, or 27% growth in Video, inclusive of revenue from acquisitions, driven by both the North America and International regions; and • a $71 million, or 10% growth in Command Center, inclusive of revenue from acquisitions, driven by both the North America and International regions; partially offset by • a $38 million, or 2% decrease in LMR services, driven by the revenue reduction on Airwave services in accordance with the Charge Control and the ESN Exit, partially offset by an increase in both the North America and International regions.
Products and Systems Integration The 10% increase in the Products and Systems Integration segment was driven by the following: • a $612 million, or 12% growth in MCN, driven by both the North America and International regions; • a $29 million, or 3% growth in Video, inclusive of revenue from acquisitions, driven by both the North America and International regions; and • inclusive of $2 million from unfavorable currency rates.
The Software and Services segment’s net sales represented 37% of our net sales in both 2023 and 2022. Net sales increased by $866 million, or 10%, in 2023 compared to 2022.
The Software and Services segment’s net sales represented 38% of our net sales in 2025, compared to 36% of our net sales in 2024. Net sales increased by $865 million, or 8%, compared to 2024.
SG&A expenses were 15.6% of net sales in 2023 compared to 15.9% of net sales in 2022. 44 Research and Development ("R&D") Expenditures Years ended December 31 (In millions) 2023 2022 % Change R&D expenditures from Products and Systems Integration $ 551 $ 503 10 % R&D expenditures from Software and Services 307 276 11 % R&D expenditures $ 858 $ 779 10 % R&D expenditures increased $79 million, or 10% in 2023 compared to 2022 primarily due to: • a $48 million, or 10% increase in Products and Systems Integration R&D expenses primarily due to higher employee incentive costs, including share-based compensation, and higher expenses associated with acquired businesses; and • a $31 million, or 11% increase in Software and Services R&D expenses primarily due to higher expenses associated with acquired businesses and higher employee incentive costs, including share-based compensation.
Research and Development ("R&D") Expenditures Years ended December 31 (In millions) 2025 2024 % Change R&D expenditures from Products and Systems Integration $ 598 $ 575 4 % R&D expenditures from Software and Services 372 342 9 % R&D expenditures $ 970 $ 917 6 % R&D expenditures increased $53 million, or 6% in 2025 compared to 2024 primarily due to: • a $30 million, or 9% increase in Software and Services R&D expenditures primarily due to higher employee incentive costs, including share-based compensation, and higher expenses associated with acquired businesses; and • a $23 million, or 4% increase in Products and Systems Integration R&D expenditures primarily due to higher employee incentive costs and higher expenses associated with acquired businesses.
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.
This collaboration is clearly illustrated in a school setting: When a teacher presses a panic button, our technologies can automatically notify local law enforcement, trigger a lockdown to secure all entries, share live video feeds with first responders and send mass notifications to key stakeholders.
Software and Services Segment In 2024, the segment’s net sales were $3.9 billion, representing 36% of our consolidated net sales. LMR Communications LMR Communications services include support and managed services, which offer a broad continuum of support for our customers.
The Video technology within the Products and Systems Integration segment represented 16% of the net sales of the total segment in 2025. Software and Services Segment In 2025, the segment’s net sales were $4.4 billion, representing 38% of our consolidated net sales. MCN MCN services include support and managed services, which offer a broad continuum of support for our customers.
As of December 31, 2024, we used approximately $15.8 billion of the share repurchase authority to repurchase shares, leaving approximately $2.2 billion of authority available for future repurchases.
The share repurchase program does not have an expiration date. As of December 31, 2025, we used approximately $16.9 billion of the share repurchase authority to repurchase shares, leaving approximately $1.1 billion of authority available for future repurchases.
Financial Statements and Supplementary Data" of this Form 10-K for further information); and • $2 million of environmental reserve expense in 2024 compared to $15 million in 2023; partially offset by • $20 million of acquisition-related transaction fees in 2024 compared to $7 million of acquisition-related transaction fees. 41 Operating Earnings Years ended December 31 (In millions) 2024 2023 Operating earnings from Products and Systems Integration $ 1,676 $ 1,244 Operating earnings from Software and Services 1,012 1,050 Operating earnings $ 2,688 $ 2,294 Operating earnings increased $394 million, or 17% in 2024 compared to 2023.
Operating Earnings Years ended December 31 (In millions) 2024 2023 Operating earnings from Products and Systems Integration $ 1,676 $ 1,244 Operating earnings from Software and Services 1,012 1,050 Operating earnings $ 2,688 $ 2,294 Operating earnings increased $394 million, or 17% in 2024 compared to 2023.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeThe following table shows the five largest net notional amounts of the positions to buy or sell foreign currency as of December 31, 2024 and the corresponding positions as of December 31, 2023: Notional Amount Net Buy (Sell) by Currency 2024 2023 Euro $ 150 $ 322 Australian dollar (136) (140) British pound 124 252 Canadian dollar 70 76 Chinese renminbi (48) (66) Foreign exchange financial instruments that are subject to the effects of currency fluctuations, which may affect reported earnings, include derivative financial instruments and other monetary assets and liabilities denominated in a currency other than the functional currency of the legal entity holding the instrument.
Biggest changeThe following table shows the five largest net notional amounts of the positions to buy or sell foreign currency as of December 31, 2025 and the corresponding positions as of December 31, 2024: Notional Amount Net Buy (Sell) by Currency 2025 2024 British pound $ 301 $ 124 Euro 191 150 Australian dollar (160) (136) Canadian dollar 115 70 Danish krone 58 23 Foreign exchange financial instruments that are subject to the effects of currency fluctuations, which may affect reported earnings, include derivative financial instruments and other monetary assets and liabilities denominated in a currency other than the functional currency of the legal entity holding the instrument.
We believe, however, that any such loss incurred would be offset by the effects of market rate movements on the respective underlying derivative financial instruments transactions. 55
We believe, however, that any such loss incurred would be offset by the effects of market rate movements on the respective underlying derivative financial instruments transactions. 53
Assuming the amounts of the outstanding foreign exchange contracts represent our underlying foreign exchange risk related to monetary assets and liabilities, a hypothetical unfavorable 10% movement in the foreign exchange rates at December 31, 2024 would reduce the value of those monetary assets and liabilities by approximately $59 million.
Assuming the amounts of the outstanding foreign exchange contracts represent our underlying foreign exchange risk related to monetary assets and liabilities, a hypothetical unfavorable 10% movement in the foreign exchange rates at December 31, 2025 would reduce the value of those monetary assets and liabilities by approximately $89 million.
We had outstanding foreign exchange contracts with notional values totaling $1.0 billion and $1.3 billion at the end of December 31, 2024 and December 31, 2023, respectively.
We had outstanding foreign exchange contracts with notional values totaling $1.6 billion and $1.0 billion at the end of December 31, 2025 and December 31, 2024, respectively.
As of December 31, 2024, we had $6.0 billion of long-term debt, including the current portion, which is primarily priced at long-term, fixed interest rates. A hypothetical 10% decrease in interest rates as of the end of 2024 would have increased the fair value of our debt by approximately $174 million at December 31, 2024.
As of December 31, 2025, we had $8.4 billion of long-term debt, which is primarily priced at long-term, fixed interest rates. A hypothetical 10% decrease in interest rates as of the end of 2025 would have increased the fair value of our debt by approximately $202 million at December 31, 2025.

Other MSI 10-K year-over-year comparisons