--- ticker: MSI company: Motorola Solutions Inc. filing_type: 10-K year_current: 2024 year_prior: 2023 risks_added: 5 risks_removed: 7 risks_modified: 27 risks_unchanged: 24 source: SEC EDGAR url: https://riskdiff.com/msi/2024-vs-2023/ markdown_url: https://riskdiff.com/msi/2024-vs-2023/index.md generated: 2026-05-10 --- # Motorola Solutions Inc.: 10-K Risk Factor Changes 2024 vs 2023 > Source: U.S. Securities and Exchange Commission (EDGAR) > Generated: 2026-05-10 > All data extracted directly from official filings. No hallucinated content. > **[AI-Generated Summary]** The paragraph below was produced by a language > model and may contain errors. All other content on this page is deterministically > extracted from the original SEC filing. > Motorola Solutions significantly expanded its risk disclosures around artificial intelligence, adding two new risks focused on AI legislation/regulation and the social and ethical implications of AI deployment in its products and services. The company simultaneously removed seven risks related to macroeconomic headwinds (COVID-19, supply chain disruptions, inflation) and geopolitical events (Russia-Ukraine), reflecting improved operational conditions since 2023. Of the 27 modified risks, telecommunications regulatory compliance and LMR Communications exposures underwent the most substantive changes, indicating heightened attention to evolving regulatory and competitive pressures in these core business areas. --- ## Summary | Status | Count | |--------|-------| | New risks added | 5 | | Risks removed | 7 | | Risks modified | 27 | | Unchanged | 24 | --- ## New in Current Filing: Existing or future legislation and regulations pertaining to AI, AI-enabled products and the use of biometrics (e.g., facial recognition) or other video analytics that apply to us or to our customers may make it more challenging, costly, or in some cases prohibit certain products or services from being offered or modified and subject us to regulatory and litigation risks and potential liabilities, which could adversely affect our business and results of operations. Current or future legislation and governmental regulations pertaining to AI, AI-enabled products and the use of biometrics or other video analytics may affect how our business is conducted or expose us to unfavorable developments resulting from changes in the regulatory landscape. For example, President Biden's recent Executive Order on Safe, Secure, and Trustworthy Artificial Intelligence has potentially broad implications on the development and use of AI across agencies within the United States, and could also result in extensive compliance requirements for companies like ours that sell solutions with AI applications. As another example, the AI Act in the EU, which received high-level political agreement in December 2023, and is anticipated to be passed into law by mid-2024, is expected to place severe 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. If adopted, it is also expected to place compliance requirements on a variety of other AI uses 13 13 13 13 13 13 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 in the coming months and years. With respect to biometrics and other analytics, laws such as the Biometric Information Privacy Act in Illinois have restricted the collection, use and storage of biometric information and provide a private right of action of persons who are aggrieved by violations of the act. 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. 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. Such legislation, regulations, and enforcement actions have exposed us to, and we expect that they will continue to expose us to, regulatory and litigation risks. 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. Compliance with these laws and regulations may be onerous and expensive, and may be inconsistent from jurisdiction to jurisdiction, further increasing the cost of compliance and the risk of liability. It is also not clear how existing and future laws and regulations governing issues such as AI, AI-enabled products, biometrics and other video analytics apply or will be enforced with respect to the products and services we sell. 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. --- ## New in Current Filing: Social, ethical, and competitive risks relating to the use of AI in our products and services could adversely affect our results of operations and business reputation. We envision a future in which AI operating in our products and services will help our public safety and enterprise customers build safer communities with stronger communication platforms. As we increasingly build AI, including generative AI, into our offerings, we may enable or offer solutions that draw controversy due to their actual or perceived impact on social and ethical issues resulting from the use of new and evolving AI in such offerings. AI may not always operate as intended and datasets may be insufficient or contain illegal, biased, harmful or offensive information, which could negatively impact our results of operations, business reputation or customers' acceptance of our AI offerings. 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. Further, we face significant competition from other companies that are developing their own AI systems. 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. 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. --- ## New in Current Filing: Risk Management & Strategy We assess, identify and manage material risks from cybersecurity threats through various protective policies, procedures and processes, including through: (1) the monitoring responsibilities of our cybersecurity program; (2) our information security policies and standards, including our global incident response procedure; (3) our audit services department's annual enterprise risk management ("ERM") assessment; (4) our third-party cybersecurity risk assessment program; and (5) cybersecurity insurance. Designed to maintain the confidentiality, integrity and availability of customer and internal company information, our cybersecurity program focuses on protecting our enterprise information systems and the secure development and deployment of our products. 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 assess the effectiveness of our cybersecurity program using self-assessments and independent third-party analyses, and evaluate our program using frameworks such as the National Institute of Standards and Technology ("NIST") Cybersecurity Framework. In addition to these independent third-party analyses, third-parties also provide services to support our cybersecurity in several ways, such as through penetration testing and commercial information security threat sharing networks, and by assisting with tabletop exercises and certain monitoring activities. We have designed and implemented a global incident response procedure, which helps enable us to quickly detect, respond to, and recover from third-party malicious attacks and potential security incidents. This procedure includes formal steps to review incidents and implement improvements, including steps to involve the Vice President of Cybersecurity & Information Technology Infrastructure and Corporate Vice President of Cybersecurity Services (described further below), as appropriate. In addition, we have other specific information security policies and standards, organized to align with various NIST frameworks, which we use to manage our cybersecurity risks. Assessing, identifying and managing cybersecurity risks are integrated into our audit services department's annual ERM assessment, which is designed to identify, assess, prioritize, mitigate and monitor our principal risks. The ERM assessment considers the probability, impact and velocity of potential risks and provides management and the Audit Committee with an overarching and objective view of the risk management activities of the Company. Audit services identifies and conducts engagements utilizing inputs from the ERM assessment. The engagements span financial, operational, strategic and compliance 24 24 24 24 24 24 risks, with a view to assessing risks over a two-year time horizon. The engagement results assist management in maintaining acceptable risk levels. The Vice President of Audit Services reports directly to the Audit Committee as well as to the Chief Financial Officer and meets regularly with the Audit Committee and its chairperson, including in executive session. Separately, the Vice President of Audit Services and Vice President of Ethics & Compliance head an internal cross-functional team (which includes members from our cybersecurity and data privacy programs, among others) that holds regular meetings to discuss the key risks facing the Company and related mitigation efforts, including cybersecurity risks. Cybersecurity risk is tracked as a principal risk within the context of the ERM assessment. In addition, we have processes designed to oversee and identify risks from cybersecurity threats associated with our use of third-party service providers. Pursuant to our third-party cybersecurity risk assessment program, any outsource partners and suppliers that have access to the Company's data or customer data complete a risk assessment prior to the Company engaging with such parties. 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. We maintain a broad portfolio of insurance coverage, leveraging the products of multiple companies to help ensure appropriate protection. We are consistently subject to attempts to compromise our information technology systems from both internal and external sources and, like all information technology systems, our systems are potentially vulnerable to damage, unauthorized access or interruption from a variety of sources. As of the filing of this Form 10-K, we are not aware of any such attacks that have occurred since the beginning of 2023 that have materially affected, or are reasonably likely to materially affect, us, including our business strategy, results of operations or financial condition. However, if as a result of any future attacks our information technology systems are significantly damaged, cease to function properly or are subject to a significant cybersecurity breach, we may suffer an interruption in our ability to manage and operate our business, and our business strategy, results of operations or financial condition could be adversely affected. Such attacks, whether or not successful, could damage our reputation and result in us incurring significant costs related to, for example, repairing or replacing our IT systems; the loss of critical data; interruptions or delays in our ability, or that of our customers, to perform critical functions; defending against claims for breach of contracts, tort and other civil claims without adequate indemnification from our suppliers; providing time-sensitive notification requirements; and providing modifications or replacements to our products and services. In addition, the volume, frequency and sophistication of these threats continues to grow and the complexity and scale of the systems to be protected continues to increase. See "Risks Related to Information Technology and Intellectual Property" in "Part I. Item 1A. Risk Factors" of this Form 10-K for further information. --- ## New in Current Filing: Corporate 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. These reports are informed by input from our cybersecurity program, headed by our Vice President of Cybersecurity & Information Technology Infrastructure, and our cybersecurity services business (which provides cybersecurity services to our customers), headed by our Corporate Vice President of Cybersecurity Services. Annually, the Vice President of Audit Services reviews the results of the ERM assessment with the Audit Committee as well. In addition, a subset or the full group of certain individuals, such as our Chief Information Officer, Corporate Vice President of Cybersecurity Services, Vice President of Cybersecurity & Information Technology Infrastructure, and Lead Counsel and Senior Director of Data Privacy, present at least once per year to the Audit Committee regarding cybersecurity and data privacy risk topics. The full Board is regularly informed about such risks through Audit Committee reports and presentations. Our Corporate Vice President of Cybersecurity Services and Vice President of Cybersecurity & Information Technology Infrastructure, along with their 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 Corporate Vice President of Cybersecurity Services has over thirty years of work experience in the cybersecurity field, protecting both large corporations and global critical infrastructure assets, in both the policy and operational domains. This individual chairs the Public Safety Threat Alliance (PSTA), an information sharing organization established by the Company that is dedicated to the protection of public safety entities across the globe. This individual holds a Bachelor of Science degree in Management and Computer Science and has served as an intelligence officer in the United States Army. Our Vice President of Cybersecurity & Information Technology Infrastructure has over twenty-five years of work experience in the information technology field, specifically information security. This individual began their career as a security engineer, progressing to a security architect, and then to overall leader of the Cybersecurity and Information Technology Infrastructure functions at the Company. This individual holds a Master of Computer Science degree. This individual also maintains a Certified Information Security Manager (CISM) certification from ISACA, an international professional organization focused on IT governance, as well as a Certified Information Systems Security Professional (CISSP) certification from the International Information System Security Certification Consortium (ISC2), a leading member association for cybersecurity professionals. 25 25 25 25 25 25 Item 2: Properties As of February 5, 2024, the material properties that we used in connection with our business, serving all segments, are as follows: LocationApproximate Operating Size in Sq. Ft. (In thousands)Owned vs. LeasedPurposeElgin, Illinois, U.S.301LeasedManufacturing and distributionSchaumburg, Illinois, U.S.282LeasedResearch & development and customer supportPenang, Malaysia254LeasedDistribution, research & development and corporate administrativeKrakow, Poland191LeasedResearch & development and corporate administrativePlantation, Florida, U.S.172LeasedResearch & development and corporate administrativeTel Aviv, Israel139LeasedResearch & development and corporate administrativeAllen, Texas, U.S.138OwnedResearch & development and corporate administrativeSchio, Italy125LeasedManufacturing, engineering, administrativeChicago, Illinois, U.S.102LeasedCorporate administrative (global headquarters)Vancouver, BC, Canada70LeasedCorporate administrative Item 3: Legal Proceedings In addition to the matter referenced below, we are subject to legal proceedings and claims that have not been fully resolved and which have arisen in the ordinary course of business. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on our consolidated financial position, liquidity or results of operations. However, an unfavorable resolution could have a material adverse effect on our consolidated financial position, liquidity or results of operations in the periods in which the matters are ultimately resolved, or in the periods in which more information is obtained that changes management's opinion of the ultimate disposition. Refer to the description of "Hytera Litigation" in "Note 12: Commitments and Contingencies" to our consolidated financial statements included in Part II, Item 8 of this Form 10-K for information regarding our legal proceedings. Item 4: Mine Safety Disclosures Not applicable. --- ## New in Current Filing: Recent Events CMA Update In October 2021, the CMA announced that it had opened a market investigation into the Mobile Radio Network Services market. This investigation included Airwave, our private mobile radio communications network that we acquired in 2016. Airwave provides mission-critical voice and data communications to emergency services and other agencies in Great Britain. In early 2023 the CMA issued its final decision which stated it will impose a prospective price control on Airwave. We strongly disagreed with the CMA's final decision and we filed an appeal with the Competition Appeal Tribunal ("CAT"). On July 31, 2023, the CMA adopted a remedies order which implemented the price control set out in its final decision, which was suspended until the CAT dismissed our appeal on December 22, 2023. On February 13, 2024, we filed an application with the United Kingdom Court of Appeal requesting that it hear our appeal. Based on the adoption of the remedies order, since August 1, 2023, revenue under the Airwave contract has been recognized in accordance with the prospective price control. As our appeal to the CAT has been dismissed, revenue will continue to be recognized according to the remedies order published by the CMA, unless the United Kingdom Court of Appeal were to reverse the remedies order. Our backlog for Airwave services contracted with the Home Office through 2026, inclusive of the five month period beginning August 1, 2023, was reduced by $777 million to align with the remedies order in the fourth quarter of 2023. 34 34 34 34 34 34 --- ## No Match in Current: Russia-Ukraine Conflict *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* During the first quarter of 2022, in response to Russia's invasion of Ukraine, we suspended all sales, provision of services and shipments of our products to Russia and Belarus, which did not constitute a material portion of our business. For the year ended December 31, 2021, our net sales in Russia and Belarus were less than $25 million. However, throughout 2022, we indirectly experienced impacts from the Russia-Ukraine conflict (as further described below). While we do not anticipate that the current posture of the Russia-Ukraine conflict will materially and adversely affect our results of operations, the conflict is still ongoing and has had, and may continue to have, a significant impact on the global macroeconomic and geopolitical environments, including increased volatility in capital and commodity markets, rapid changes to regulatory conditions (including the use of sanctions), supply chain and operational challenges for multinational corporations, inflationary pressures and an increased risk of cybersecurity incidents. --- ## No Match in Current: COVID-19, Supply Chain Disruptions & Inflationary Cost Environment *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* Throughout 2022, our supply chain was, and continues to be, impacted by global issues related to the effects of the COVID-19 pandemic, the Russia-Ukraine conflict and the inflationary cost environment particularly with respect to materials in the semiconductor market, including part shortages, increased freight costs, diminished transportation capacity and labor constraints. This has resulted in disruptions in our supply chain, as well as difficulties and delays in procuring certain semiconductor components. Cost increases were driven by elevated lead times and increased material costs, in particular the need to purchase semiconductor components from alternative sources, including brokers. While we continued to navigate supply chain constraints in 2022, we anticipate the broader impact of inflationary pressures and increased material and supply chain costs and disruptions (including elevated costs to procure materials within the semiconductor market) to continue into 2023. However, we expect global transportation costs to improve in 2023 as compared to 2022. We are closely monitoring supply chain disruptions and continue to remain focused on improving our supplier network, engineering alternative designs and working to reduce supply shortages. We also continue to actively manage our inventory in an effort to minimize supply chain disruptions and enable continuity of supply and services to our customers, and we expect to maintain elevated levels of inventory until supply constraints have been remediated. In order to combat rising inflation in the U.S., the Federal Reserve has raised interest rates multiple times since the beginning of 2022. The increase in U.S. dollar interest rates and overall market conditions led to significant strengthening of the U.S. dollar against many other global currencies in 2022. The strong U.S. dollar negatively impacted cash generated from our foreign operations in 2022, driven by revenues and costs that are denominated in foreign currencies. We expect fluctuations in the value of U.S. dollar relative to other currencies to continue to impact our operating cash flows and net earnings throughout 2023. Although the macroeconomic environment continued to introduce challenges during 2022, we are encouraged by customer demand for our products and services. Specifically, in our Software and Services segment, with the largely recurring nature of the business and our strong backlog position, we expect that the impact to operating margin will be limited during 2023. While we were encouraged by strong backlog and growth in our Products and Systems Integration segment throughout 2022, which we expect to continue to grow during 2023, supply constraints continue to impact our business and we expect demand for our products will continue to outpace our ability to obtain semiconductor component supply throughout 2023. Where appropriate, we have taken pricing actions around our product and service offerings to mitigate our exposure to inflationary pressures on our businesses and benefited from these adjustments during 2022. We expect to further benefit from such adjustments throughout 32 32 32 32 32 32 2023. Further, demand continues to be supported with ongoing sources of government funding, including the American Rescue Plan Act of 2021 ("ARPA"), which is intended to provide economic stimulus. We experienced the positive impact of the ARPA funding on our business and results of operations throughout 2022 and anticipate that the ARPA will continue to have a positive impact on our business in 2023. We believe our existing balances of cash and cash equivalents, along with other short-term liquidity arrangements, will continue to be sufficient to satisfy our liquidity requirements associated with our existing operations. We were in compliance with all applicable covenants in the 2021 unsecured revolving credit facility as of December 31, 2022. Additionally, we have no bond maturities until 2024. We continue to assess our operating expenses and identify cost reducing initiatives, including lower travel costs, contractor spend and reducing our real estate footprint. Lastly, as a result of the challenging market conditions described above, we evaluated whether there were any impairment indicators as of December 31, 2022, which included a review of our receivables and contract assets, inventory, right-of-use lease assets, long-lived assets, investments, goodwill and intangible assets. As of December 31, 2022, we concluded our assets were fairly stated and recoverable. --- ## No Match in Current: Recent Events *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* CMA Update In October 2021, the United Kingdom's ("the U.K.") Competition and Markets Authority (the "CMA") announced that it had opened a market investigation into the Mobile Radio Network for the Police and Emergency Services. This investigation affects Airwave, our private mobile radio communications network that we acquired in 2016. Airwave provides mission-critical voice and data communications to public emergency service agencies in Great Britain. In October 2022, the CMA published a provisional decision with its findings regarding competition and proposed remedies. We disagree with the CMA's provisional decision and will continue to work with the CMA to demonstrate the value of the Airwave network and protect Airwave's contractual position. --- ## No Match in Current: ESN Matters *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* During the year ended December 31, 2022, we signed a mutual agreement with the Home Office for us to exit the ESN communications systems contract early, inclusive of twelve months of transition services through the end of 2023. During the third quarter of 2022, we determined that the future service potential of the ESN communications systems contract was limited, based on the Company's intention to terminate the contract in advance of the contracted service term. We thus recorded a fixed asset impairment loss of $147 million related to assets constructed and used in the deployment of the contract based on our expectation that, more likely than not, the ESN long-lived asset group would be disposed of significantly before the end of its previously estimated useful life. The impairment loss was recorded in the Software and Services segment within cost of sales in the Consolidated Statements of Operations. The recognized impairment loss represents the amount by which the carrying amount of the asset group exceeded the fair value under a measurement of discounted cash flows. --- ## No Match in Current: Operating Earnings *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* Years ended December 31(In millions)20222021Operating earnings from Products and Systems Integration$913 $760 Operating earnings from Software and Services748 907 Operating earnings$1,661 $1,667 38 38 38 38 38 38 Operating earnings decreased $6 million, or 0.4% in 2022 compared to 2021. The decrease in Operating earnings was due to: •a $159 million decrease in the Software and Services segment from 2021 to 2022, primarily driven by a fixed asset impairment loss of $147 million related to assets constructed and used in the deployment of the ESN services contract with the Home Office which we have executed an agreement to exit; partially offset by •a $153 million increase in the Products and Systems Integration segment from 2021 to 2022, driven by higher sales volume and increased pricing, partially offset by higher direct material costs and higher operating expenses. The increase in operating expenses was primarily driven by higher expenses associated with acquired businesses and $27 million higher share-based compensation expense, partially offset by a $15 million gain from Hytera legal recoveries. --- ## No Match in Current: Interest Expense, net *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* Years ended December 31(In millions)20222021Interest expense, net$(226)$(208) The $18 million increase in net interest expense in 2022 compared to 2021 was a result of higher debt outstanding and the reversal of a non-cash interest accrual related to an international tax audit in 2021, partially offset by higher interest income earned on cash. --- ## No Match in Current: Gains (losses) on Sales of Investments and Businesses, net *This section from the 2023 filing does not have a high-confidence textual match in 2024. It may have been removed, merged, or substantially reworded.* Years ended December 31(In millions)20222021Gains (losses) on sales of investments and businesses, net$3 $1 The net gains on sales of investments and businesses were primarily related to the sales of various equity investments. Other, net Years ended December 31(In millions)20222021Other, net$77 $92 Other, net income decreased $15 million in 2022 compared to 2021 primarily due to: •a $61 million loss on derivatives in 2022 compared to a $30 million loss on derivatives in 2021; •a $30 million loss on fair value adjustments to equity investments in 2022 compared to an $8 million loss on fair value adjustments to equity investments in 2021; and •a $3 million loss on equity method investments in 2022 compared to a $5 million gain on equity method investments in 2021; partially offset by •$21 million gain on TETRA Ireland equity method investment in 2022 that did not occur in 2021; •$37 million of foreign currency gains in 2022 compared to $17 million of foreign currency gains in 2021; and •a $6 million loss on the extinguishment of long-term debt in 2022 compared to a $18 million loss on the extinguishment of long-term debt in 2021 (see "Note 5: Debt and Credit Facilities" to our consolidated financial statements in "Part II. Item 8. Financial Statements and Supplementary Data" of this Form 10-K for further information). --- ## Modified: LMR Communications **Key changes:** - Reworded sentence: "Managed services range from partial to full operational support of customer-owned or Motorola Solutions-owned communications networks." - Reworded sentence: "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." - Reworded sentence: "For example, AI-powered analytics can highlight unusual behavior such as a person at a facility out of hours, locate a missing child at a theme park with Appearance Search, flag a vehicle of interest at a school through license plate recognition, send an alert through access control if doors are propped open at a hospital, or trigger parallel workflows by activating a school's customized lockdown plan while simultaneously alerting first responders with video footage inside the school." - Reworded sentence: "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." **Prior (2023):** LMR Communications services include support and managed services, which offer a broad continuum of support for our customers. Support services include repair and replacement, technical support and preventative maintenance, and more advanced offerings such as system monitoring, software updates and cybersecurity services. Managed services range from partial to full operational support of customer-owned or Motorola Solutions-owned networks. 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. 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. 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, and more, on-site or remotely. Designed to complement our customers' mission-critical LMR systems, our mission-critical cloud-based LMR technology is also available "as-a-service" with a multi-year subscription. We believe this technology increases resiliency and system reliability to help ensure users remain connected, even, for example, in natural disasters where physical communications infrastructure can be damaged. The LMR technology within the Software and Services segment represented 67% of the net sales of the total segment in 2022. Video Video software includes video management software, decision management and digital evidence management software, certain mobile video equipment, and advanced vehicle location data analysis software, including license plate recognition. Our software is designed to complement video hardware systems, proving end-to-end video security to strive to keep people, property and assets safe. Our video network management software is embedded with AI-enabled analytics to deliver operational insights to our customers by bringing attention to important events within their video footage. Given the growing volume of video content, we believe that analytics are critical to deliver 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. For example, AI-enabled analytics can highlight unusual behavior such as a person at a facility out of hours, locate a missing child at a theme park with Appearance Search, flag a vehicle of interest at a school through license plate recognition, or send an alert through access control if doors are propped open at a hospital. 30 30 30 30 30 30 Our cloud technologies can offer organizations the ability to access, search and manage their video security and access control system from a centralized dashboard, accessible on devices such as smartphones and laptops. Additionally, our Avigilon fixed video systems can be cloud-administered by connecting to Avigilon Cloud Services ("ACS"), providing our customers with the ability to securely access video across their sites from a remote/central monitoring location. 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-worn 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 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 15% of the net sales of the total segment in 2022. **Current (2024):** LMR Communications services include support and managed services, which offer a broad continuum of support for our customers. Support services include repair and replacement, technical support and preventative maintenance, and more advanced offerings such as system monitoring, software updates and cybersecurity services. Managed services range from partial to full operational support of customer-owned or Motorola Solutions-owned communications networks. 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. 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. 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. The LMR technology within the Software and Services segment represented 64% of the net sales of the total segment in 2023. 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. Our software is designed to complement video hardware systems, proving 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. Given the growing volume of video content, we believe that analytics are critical to deliver 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. For example, AI-powered analytics can highlight unusual behavior such as a person at a facility out of hours, locate a missing child at a theme park with Appearance Search, flag a vehicle of interest at a school through license plate recognition, send an alert through access control if doors are propped open at a hospital, or trigger parallel workflows by activating a school's customized lockdown plan while simultaneously alerting first responders with video footage inside the school. Our cloud technologies can offer organizations the ability to access, search and manage their video security and access control system from a centralized dashboard, accessible on remote devices such as smartphones and laptops. Additionally, our fixed video systems can be connected to the cloud, providing our customers with the ability to securely access video across their sites from a remote or central monitoring location. 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 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 16% of the net sales of the total segment in 2023. --- ## Modified: LMR Communications **Key changes:** - Reworded sentence: "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." - Reworded sentence: "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." - Reworded sentence: "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." - Reworded sentence: "Additionally, we believe that government, public safety agencies and enterprises are increasingly turning to scalable, cloud-based multi-factor authentication access control to make their facilities more secure." **Prior (2023):** Our LMR Communications technology includes infrastructure and devices for LMR, public safety Long Term Evolution ("LTE") and enterprise-grade private LTE. Our technology enables voice and multimedia collaborations across two-way radio, WiFi and public and private broadband networks. We are a global leader in the two-way radio category, including Project 25 (P25), Terrestrial Trunked Radio ("TETRA") and Digital Mobile Radio (DMR), as well as other PCR solutions. We also deliver LTE solutions for public safety, government and commercial users, including infrastructure and devices operating in both low-band and mid-band frequencies, including Citizens' Broadband Radio Service (CBRS) frequencies. Primary sources of revenue for this technology come from selling devices and building telecommunications networks, including infrastructure, installation and integration with our customers' technology environments. 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 withstand the most challenging conditions. By adding broadband data capabilities to our two-way radios, 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 share detailed information and over-the-air programming to optimize device uptime. Our view is that complementary data applications such as these enable government, public safety and enterprise 29 29 29 29 29 29 customers to work more efficiently and safely, while maintaining their mission-critical voice communications to remain connected and working in collaboration with others. The LMR technology within the Products and Systems Integration segment represented 82% of the net sales of the total segment in 2022. Video Our Video technology includes video management infrastructure, AI-video powered security cameras including fixed and certain mobile video equipment as well as on-premise and cloud-based access control solutions. Since 2018, we have developed our video security and access control business through investments in research and development and acquisitions, directly contributing to our growth strategy to serve as a leader in end-to-end video security solutions and supporting the expansion of our portfolio. We deploy video security and access control solutions to thousands of government and commercial customers around the world including school campuses, transportation systems, healthcare centers, public venues, utilities, prisons, factories, casinos, airports, financial institutions, government facilities, state and local law enforcement agencies and retailers. 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. Our view is that government and public safety customers in particular are increasingly turning to video security technologies, including fixed and mobile cameras, to increase visibility, accountability and safety for citizens, communities and first responders alike. Additionally, our view is that government, public safety agencies and businesses are increasingly turning to scalable, cloud-based multi-factor authentication access control to make their facilities more secure. The Video technology within the Products and Systems Integration segment represented 18% of the net sales of the total segment in 2022. **Current (2024):** Our LMR Communications technology includes infrastructure and devices for LMR, public safety Long Term Evolution ("LTE") and enterprise-grade private LTE. Our technology enables voice and multimedia collaborations across two-way radio, WiFi and public and private broadband networks. We are a global leader in the two-way radio category, including Project 25 (P25), Terrestrial Trunked Radio ("TETRA") and Digital Mobile Radio (DMR), as well as other PCR solutions. We also deliver LTE solutions for public safety, government and commercial users, including devices operating in both low-band and mid-band frequencies, including Citizens' Broadband Radio Service (CBRS) frequencies. 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 withstand the most challenging conditions. 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 share detailed information and over-the-air programming to optimize device uptime. 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. Primary sources of revenue for this technology come from selling devices and building communications networks, including infrastructure, installation and integration with our customers' technology environments. The LMR technology within the Products and Systems Integration segment represented 82% of the net sales of the total segment in 2023. Video Our Video technology includes video management infrastructure, AI-powered security cameras including fixed and certain mobile video equipment as well as on-premise and cloud-based access control solutions. 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. Organizations such as these utilize 31 31 31 31 31 31 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. Our view is that government and public safety customers in particular are increasingly turning to video security technologies, including fixed and mobile cameras, to increase visibility, accountability and safety for citizens, communities and first responders alike. Additionally, we believe that government, public safety agencies and enterprises are increasingly turning to scalable, cloud-based multi-factor authentication access control to make their facilities more secure. The Video technology within the Products and Systems Integration segment represented 18% of the net sales of the total segment in 2023. --- ## Modified: 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. **Key changes:** - Reworded sentence: "As such, we are subject to certain Federal Communications Commission FCC and possible state regulations relating to telecommunications, including some certification or licensing, service reliability, and regulatory fee requirements." - Reworded sentence: "For example, we are registered to provide WAVE PTX push-to-talk offerings, with and without telecommunications connectivity, in certain countries internationally." - Reworded sentence: "In some countries, certain services that we offer are not considered to be regulated communications services, while in other countries they are subject to regulations, including registration with the local telecommunications governing authority, which increases the level of scrutiny and potential for enforcement by regulators as well as our cost of doing business internationally." - Reworded sentence: "Failure to comply with these regulations could subject us to enforcement actions, fines and penalties, additional compliance obligations or liabilities, loss of authority to provide regulated services, and reputational harm, which could adversely affect our business." **Prior (2023):** We are a provider of certain services that include telecommunications in the U.S., including selective routing services for 911 calls. As such, we are subject to certain existing or potential Federal Communications Commission ("FCC") and state regulations relating to telecommunications, including some certification or licensing, service reliability, and regulatory fee requirements. If we do not comply with FCC and state rules and regulations, we could be subject to enforcement actions, fines, loss of certifications or licenses, and possibly restrictions on our ability to operate or offer certain of our services. Any enforcement action, which may be a public process, could damage our reputation, erode customer trust, subject us to substantial fines and penalties, or cause us to restructure our service offerings, which could adversely affect our business, results of operations and financial condition. Additionally, we are subject to regulations in certain foreign countries where we offer services that include telecommunications or other types of communications services. For example, we are registered to provide WAVE PTX push-to-talk offerings, with and without telecommunications connectivity, in certain countries in the EU. Local laws and regulations, and the interpretation of such laws and regulations, can differ significantly among the jurisdictions in which we provide these services. In some countries, certain services that we offer are not considered to be regulated communications or telecommunications services, while in other countries they are subject to regulations, including registration with the local telecommunications governing authority, which increases the level of scrutiny and potential for enforcement by regulators as well as our cost of doing 14 14 14 14 14 14 business internationally. Further, enforcement and interpretations of the laws and regulations in some countries can be unpredictable and subject to the informal views of government officials. Failure to comply with these regulations could subject us to additional compliance obligations or liabilities, which could adversely affect our business, results of operations and financial condition. Moreover, it is possible that regulations in any of these jurisdictions may be changed, expanded or interpreted and applied in a manner that is inconsistent with our existing practices. Future applicable legislative, regulatory or judicial actions could increase the cost and complexity of our compliance and increase our exposure to potential liability. **Current (2024):** We are a provider of certain services that include telecommunications in the U.S., including selective routing services for 911 calls. As such, we are subject to certain Federal Communications Commission FCC and possible state regulations relating to telecommunications, including some certification or licensing, service reliability, and regulatory fee requirements. If we do not 14 14 14 14 14 14 comply with these regulations, we could be subject to enforcement actions, fines, and possibly loss of certifications or licenses to operate or offer certain of our services that are regulated telecommunications. Any enforcement action, which may be a public process, could also damage our reputation and erode customer trust. Additionally, we are subject to regulations in certain foreign countries where we offer services that include telecommunications or other types of communications services. For example, we are registered to provide WAVE PTX push-to-talk offerings, with and without telecommunications connectivity, in certain countries internationally. Local laws and regulations, and the interpretation of such laws and regulations, can differ significantly among the jurisdictions in which we provide these services. In some countries, certain services that we offer are not considered to be regulated communications services, while in other countries they are subject to regulations, including registration with the local telecommunications governing authority, which increases the level of scrutiny and potential for enforcement by regulators as well as our cost of doing business internationally. Further, enforcement and interpretations of the laws and regulations in some countries can be unpredictable and subject to the informal views of government officials. Failure to comply with these regulations could subject us to enforcement actions, fines and penalties, additional compliance obligations or liabilities, loss of authority to provide regulated services, and reputational harm, which could adversely affect our business. Moreover, it is possible that regulations in any of these jurisdictions may be changed, expanded or interpreted and applied in a manner that is inconsistent with our existing practices. Future applicable legislative, regulatory or judicial actions could increase the cost and complexity of our compliance and increase our exposure to potential liability. --- ## Modified: Selling, General and Administrative ("SG&A") Expenses **Key changes:** - Reworded sentence: "Years ended December 31(In millions)20232022% ChangeSelling, general and administrative expenses$1,561 $1,450 8 % SG&A expenses increased $111 million, or 8% in 2023 compared to 2022." **Prior (2023):** Years ended December 31(In millions)20222021% ChangeSelling, general and administrative expenses$1,450 $1,353 7 % SG&A expenses increased $97 million, or 7% in 2022 compared to 2021. SG&A expenses were 15.9% of net sales in 2022 compared to 16.6% of net sales in 2021. The increase in SG&A expenses was primarily due to higher expenses associated with acquired businesses, higher share-based compensation and higher travel expenses. **Current (2024):** Years ended December 31(In millions)20232022% ChangeSelling, general and administrative expenses$1,561 $1,450 8 % SG&A expenses increased $111 million, or 8% in 2023 compared to 2022. The increase in SG&A expenses was 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. SG&A expenses were 15.6% of net sales in 2023 compared to 15.9% of net sales in 2022. --- ## Modified: Unregistered Sales of Equity Securities **Key changes:** - Reworded sentence: "On December 15, 2023, the Company issued 15,831 shares of common stock in connection with the acquisition of IPVideo Corporation to certain former shareholders of IPVideo Corporation." **Prior (2023):** On December 14, 2022, the Company issued 7,747 shares of common stock in connection with the acquisition of Rave Mobile to certain former shareholders of Rave Mobile. The stock was issued for an aggregate grant-date fair value of $2 million that will be expensed over an average service period of two years. The foregoing transaction did not involve any underwriters, any underwriting discounts or commissions, or any public offerings. The shares with respect to the transaction were issued in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, in a privately negotiated transaction not involving any public offerings or solicitations. **Current (2024):** On December 15, 2023, the Company issued 15,831 shares of common stock in connection with the acquisition of IPVideo Corporation to certain former shareholders of IPVideo Corporation. The stock was issued for an aggregate grant-date fair value of $5 million that will be expensed over an average service period of 1 year. The foregoing transaction did not involve any underwriters, any underwriting discounts or commissions, or any public offerings. The shares with respect to the transaction were issued in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, in a privately negotiated transaction not involving any public offerings or solicitations. --- ## Modified: As we expand the technologies within our Products and Systems Integration and Software and Services segments, we may face increased areas of risk 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 market share, results of operations and financial condition or result in additional obligations or liabilities for our business. **Key changes:** - Reworded sentence: "Our research and development initiatives may not be successful in whole or in part, including research and development projects, that we have prioritized with respect to funding and/or personnel." - Removed sentence: "Additionally, our expanding portfolio of products may be subject to new regulatory and statutory requirements that could result in additional compliance obligations and liabilities for our business." **Prior (2023):** The process of developing new video security, access control, and software products and enhancing existing products is complex, costly and uncertain, and any failure by us to anticipate customers' changing needs, emerging technological trends and development costs accurately could significantly harm our market share, results of operations and financial condition. Any failure to accurately predict technological and business trends, control research and development costs or execute our innovation strategy could harm our business and financial performance. Our research and development initiatives may not be successful in whole or in part, including research and development projects, which we have prioritized with respect to funding and/or personnel. We may face increasing competition from traditional system integrators, the defense industry, commercial software companies, and commercial telecommunication carriers as services contracts become larger and more complicated. Expansion will bring us into contact with new regulatory requirements and restrictions, such as data security or data residency/localization obligations, with which we will have to comply and may increase the costs of doing business, reduce margins and delay or limit the range of new solutions and services which we will be able to offer. We may be required to agree to specific performance metrics that meet the customer's requirements for network security, availability, reliability, maintenance and support and, in some cases, if these performance metrics are not met we may not be paid. Additionally, our expanding portfolio of products may be subject to new regulatory and statutory requirements that could result in additional compliance obligations and liabilities for our business. 16 16 16 16 16 16 **Current (2024):** The process of developing new video security, access control, and software products and enhancing existing products is complex, costly and uncertain, and any failure by us to anticipate customers' changing needs, emerging technological trends and development costs accurately could significantly harm our market share, results of operations and financial condition. Any failure to accurately predict technological and business trends, control research and development costs or execute our innovation strategy could harm our business and financial performance. Our research and development initiatives may not be successful in whole or in part, including research and development projects, that we have prioritized with respect to funding and/or personnel. We may face increasing competition from traditional system integrators, the defense industry, commercial software companies, and commercial telecommunication carriers as services contracts become larger, more complicated, and include an expanded range of services. Expansion will bring us into contact with new regulatory requirements and restrictions with which we may have to comply and which could result in additional compliance obligations or liabilities; (including potential enforcement actions, fines penalties, or reputational harm); or increase the costs of doing business, reduce margins or delay or limit the range of new solutions and services which we will be able to offer. We may be required to agree to specific performance metrics that meet the customer's requirements for network security, availability, reliability, maintenance and support and, in some cases, if these performance metrics are not met we may not be paid. --- ## Modified: Command Center **Key changes:** - Reworded sentence: "Our Command Center portfolio consists of native cloud, hybrid and on-premises 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 to coordinate a response and manage the post-incident resolution." - Reworded sentence: "Our NGCS can be offered as a managed service and includes call routing, ESInet, location services, geographic information services, cybersecurity and our continuous communications network and security operations center dedicated to public safety." **Prior (2023):** Our Command Center portfolio consists of native cloud and on-premises 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 to coordinate a response and manage the post-incident resolution. These individuals include dispatchers who route calls to police, fire and emergency medical services, first responders in the field, intelligence analysts who manage real-time operations, records specialists who preserve the integrity of information and evidence, crime analysts who identify patterns and accelerate investigations, and corrections officers who oversee jail and inmate management. Additionally, to help ensure that individuals within the public safety workflow can work as efficiently, effectively and safely as possible, we believe it's important that individuals within enterprise settings can communicate and collaborate directly with public safety agencies, particularly during emergencies. We remain focused on strengthening the intersection of public safety and enterprise security, offering solutions that are designed to help individuals, businesses and public safety agencies work together and share the information that better informs people to take appropriate action. Our Command Center software supports these individuals through the three phases of incident response: incident awareness, incident management and post-incident resolution. Incident awareness software includes community engagement applications for tip submissions, crime mapping and evidence submission, panic buttons that can share real-time incident details and location, 911 call management software (including multimedia) and next-generation core services for 911 call routing. Incident management software includes voice and computer aided dispatch (CAD) for dispatch and coordinating first response, mass notification software, collaboration software to share operational updates, real-time intelligence software that shows a single, real-time view of video feeds and other alerts on a map, and field response and reporting to help frontline personnel collaborate, manage incident activity and file reports from the field. Post-incident resolution software includes centralized records and evidence management for record-keeping and judicial sharing, analytics including license plate recognition, and jail and inmate management to streamline the process and enable secure inter-agency information sharing. As the public safety market continues to leverage both on-premises and cloud "software-as-a service" ("SaaS") technologies to efficiently run their operations, reduce response times and increase officer availability, we offer both native cloud-based applications and cloud features that enhance on-premises applications. We believe our products and services enhance first responders' situational awareness and safety by integrating critical communications, video security, data and analytics to provide an all-in-one operational view of the incident. Another area of public safety evolution is increasing adoption of Next Generation 911 Core Services ("NGCS"), a group of products and services needed to create infrastructure connectivity in order to process a 911 call using Next Generation ("NG") technology. The NG infrastructure is an Emergency Service IP Network ("ESInet"), which can carry voice, data and multimedia. ESInet enables 911 call takers at public safety answering points to respond to text, video and data. Our NGCS can be offered as a managed service and includes call routing, ESInet, location services, geographic information services, cybersecurity and our continuous network and security operations center dedicated to public safety. Additionally, Command Center includes interoperability software that helps to ensure communication is not limited by coverage area, network technology or device type. Our solutions, including Kodiak, WAVE PTX and CriticalConnect, enable interoperability among devices across multiple networks. For example, a two-way radio network can connect with an LTE network making it possible for individuals to communicate securely and more easily across technologies. The Command Center technology within the Software and Services segment represented 18% of the net sales of the total segment in 2022. **Current (2024):** Our Command Center portfolio consists of native cloud, hybrid and on-premises 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 to coordinate a response and manage the post-incident resolution. These individuals include dispatchers who route calls to police, fire and emergency medical services, first responders in the field, intelligence 32 32 32 32 32 32 analysts who manage real-time operations, records specialists who preserve the integrity of information and evidence, crime analysts who identify patterns and accelerate investigations, and corrections officers who oversee jail and inmate management. Additionally, to help ensure that individuals within the public safety workflow can work as efficiently, effectively and safely as possible, we believe it's important that individuals within enterprise settings and communities can communicate and collaborate directly with public safety agencies, particularly during emergencies. We remain focused on strengthening the intersection of public safety and enterprise security, offering solutions that are designed to help individuals, enterprises and public safety agencies work together and share the information in an effort to help prevent critical incidents from occurring and better inform an emergency response when an incident unfolds. Our Command Center software supports all of these individuals through the three phases of incident or event: detection, response and resolution. Detection software includes community engagement and alert applications for tip submissions, crime mapping and evidence submission, mass notification, panic buttons that can share real-time incident details and location, 911 call management software (including multimedia and AI-powered language transcription) and next-generation core services for 911 call routing. Response software includes voice and computer aided dispatch (CAD) for dispatch and coordinating first response, collaboration software to share operational updates, real-time intelligence software that shows a single, real-time view of video feeds and other alerts on a map, and field response and reporting to help frontline personnel collaborate, manage incident activity and file reports from the field. Resolution software includes centralized records for streamlined reporting and record-keeping, evidence management for gathering, managing and sharing multimedia evidence throughout an incident's lifecycle, and investigative tools that uncover connections across records, vehicles and images in an effort to identify crime trends. Another area of public safety evolution is the increasing adoption of Next Generation 911 Core Services ("NGCS"), a group of products and services needed to create infrastructure connectivity in order to process a 911 call using Next Generation ("NG") technology. The NG infrastructure is an Emergency Service IP Network ("ESInet"), which can carry voice, data and multimedia. ESInet enables 911 call takers at public safety answering points to respond to text, video and data. Our NGCS can be offered as a managed service and includes call routing, ESInet, location services, geographic information services, cybersecurity and our continuous communications network and security operations center dedicated to public safety. Command Center also includes interoperability solutions that provide connectivity across LMR and broadband networks to help ensure that communication is not limited by coverage area, network technology or device type. Additionally, Command Center includes push-to-talk ("PTT") devices that deliver voice communications over LTE and Wi-Fi, and advanced back-end systems that enable and manage interoperable communications, capable of scaling from small enterprises to nationwide cellular networks. For example, a two-way radio network can connect with an LTE network, assisting individuals in communicating securely and more easily across technologies. These solutions can provide our public safety customers with the critical interoperability between multiple agencies' networks, facilitating a coordinated response. Finally, as the Command Center market continues to evolve from on-premises to hybrid and cloud "software-as-a-service" ("SaaS") technologies to improve their operations, reduce response times and increase officer availability, we offer both native cloud-based applications and cloud features that enhance on-premises applications. We believe this flexibility helps our customers to optimize their investments and enhance their systems with the technologies of their choice. The Command Center technology within the Software and Services segment represented 20% of the net sales of the total segment in 2023. --- ## Modified: Software and Services **Key changes:** - Reworded sentence: "The 10% increase in the Software and Services segment was driven by the following: •$125 million, or 5% growth in LMR services, inclusive of revenue from acquisitions, driven by the North America and International regions, partially offset by the revenue reduction on Airwave services in 2023 due to the implementation of the CMA's remedies order; •$124 million, or 21% growth in Command Center, inclusive of revenue from acquisitions, driven by both the North America and International regions; and •$103 million, or 20% growth in Video, inclusive of revenue from acquisitions, driven by the North America region; •inclusive of $19 million from unfavorable currency rates." **Prior (2023):** The 8% increase in the Software and Services segment was driven by the following: •$112 million, or 28% growth in Video, inclusive of revenue from acquisitions, driven by the North America region; •$69 million, or 3% growth in LMR services, inclusive of revenue from acquisitions, driven by the North America region; and •$65 million, or 12% growth in Command Center, inclusive of revenue from acquisitions, driven by both the North America and International regions; •inclusive of $118 million from unfavorable currency rates. **Current (2024):** The 10% increase in the Software and Services segment was driven by the following: •$125 million, or 5% growth in LMR services, inclusive of revenue from acquisitions, driven by the North America and International regions, partially offset by the revenue reduction on Airwave services in 2023 due to the implementation of the CMA's remedies order; •$124 million, or 21% growth in Command Center, inclusive of revenue from acquisitions, driven by both the North America and International regions; and •$103 million, or 20% growth in Video, inclusive of revenue from acquisitions, driven by the North America region; •inclusive of $19 million from unfavorable currency rates. --- ## Modified: Results of Operations - 2023 Compared to 2022 **Key changes:** - Reworded sentence: "Net Sales Years ended December 31(In millions)20232022% ChangeNet sales from Products and Systems Integration$6,242 $5,728 9 %Net sales from Software and Services3,736 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." **Prior (2023):** Net Sales Years ended December 31(In millions)20222021% ChangeNet sales from Products and Systems Integration$5,728 $5,033 14 %Net sales from Software and Services3,384 3,138 8 %Net sales$9,112 $8,171 12 % The Products and Systems Integration segment's net sales represented 63% of our net sales in 2022, compared to 62% in 2021. The Software and Services segment's net sales represented 37% of our net sales in 2022, compared to 38% in 2021. Net sales increased by $941 million, or 12%, compared to 2021. The 14% increase in net sales within the Products and Systems Integration segment was driven by a 15% increase in the North America region and a 10% increase in the International region. The 8% increase in the Software and Services segment was driven by a 14% increase in the North America region and consistent net sales within the International region. The increase in net sales included: •an increase in the Products and Systems Integration segment, inclusive of $53 million of revenue from acquisitions, driven by growth in LMR, inclusive of public safety LMR products and PCR, and Video; and •an increase in the Software and Services segment, inclusive of $68 million of revenue from acquisitions, driven by an increase in Video, LMR services and Command Center; partially offset by •$216 million from unfavorable currency rates. Regional results included: •a 15% increase in the North America region, inclusive of revenue from acquisitions, driven by growth in LMR, Video and Command Center; and •a 5% increase in the International region, inclusive of revenue from acquisitions, driven by growth in LMR, Video and Command Center. **Current (2024):** Net Sales Years ended December 31(In millions)20232022% ChangeNet sales from Products and Systems Integration$6,242 $5,728 9 %Net sales from Software and Services3,736 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. 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%, compared to 2022. 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 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; and •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; •inclusive of $38 million from unfavorable currency rates. Regional results included: •a 9% increase in the North America region, inclusive of revenue from acquisitions, driven by growth in LMR, Video and Command Center; and •a 11% increase in the International region, inclusive of revenue from acquisitions, driven by growth in LMR and Video, partially offset by the revenue reduction on Airwave services in 2023 due to the implementation of the CMA's remedies order. --- ## Modified: Products and Systems Integration **Key changes:** - Reworded sentence: "The 9% increase in the Products and Systems Integration segment was driven by the following: •$414 million, or 9% growth in LMR, inclusive of revenue from acquisitions, driven by both the International and North America regions; and •$100 million, or 10% growth in Video, inclusive of revenue from acquisitions, driven by both the North America and International regions; •inclusive of $19 million from unfavorable currency rates." **Prior (2023):** The 14% increase in the Products and Systems Integration segment was driven by the following: •$510 million, or 12% growth in public safety LMR products and PCR, inclusive of revenue from acquisitions, driven by both the North America and International regions; and •$185 million, or 22% growth in Video, inclusive of revenue from acquisitions, in both the North America and International regions; •inclusive of $98 million from unfavorable currency rates. **Current (2024):** The 9% increase in the Products and Systems Integration segment was driven by the following: •$414 million, or 9% growth in LMR, inclusive of revenue from acquisitions, driven by both the International and North America regions; and •$100 million, or 10% growth in Video, inclusive of revenue from acquisitions, driven by both the North America and International regions; •inclusive of $19 million from unfavorable currency rates. --- ## Modified: Recent Acquisitions **Key changes:** - Reworded sentence: "TechnologySegmentAcquisitionDescriptionPurchase PriceDate of AcquisitionVideo Security and Access ControlProducts and Systems IntegrationIPVideo CorporationCreator of a multifunctional safety and security device.$170 million and share-based compensation of $5 millionDecember 15, 2023Command CenterSoftware and ServicesRave Mobile Safety, Inc." **Prior (2023):** TechnologySegmentAcquisitionDescriptionPurchase PriceDate of AcquisitionCommand CenterSoftware and ServicesRave Mobile Safety, Inc. ("Rave Mobile")Provider of mass notification and incident management services.$553 million and share-based compensation of $2 millionDecember 14, 2022LMR CommunicationsProducts and Systems IntegrationFuturecom Systems Group, ULCProvider of radio coverage extension solutions.$30 millionOctober 25, 2022LMR CommunicationsProducts and Systems IntegrationBarrett Communications Pty LtdProvider of specialized radio communications.$18 millionAugust 8, 2022Video Security and Access ControlProducts and Systems IntegrationVideotec S.p.A.Provider of ruggedized video security solutions.$23 million and share-based compensation of $4 millionMay 12, 2022 33 33 33 33 33 33 Video Security and Access ControlSoftware and ServicesCalipsa, Inc.Provider of cloud-native advanced video analytics.$39 million and share-based compensation of $4 millionApril 19, 2022LMR CommunicationsSoftware and ServicesTETRA Ireland Communications LimitedProvider of Ireland's National Digital Radio Service.$120 millionMarch 23, 2022Video Security and Access ControlProducts and Systems IntegrationSoftware and ServicesAva Security LimitedProvider of cloud-native video security and analytics.$388 million and share-based awards and compensation of $7 millionMarch 3, 2022Command CenterSoftware and Services911 Datamaster, Inc.Provider of Next Generation 911 data solutions that help to ensure emergency calls are accurately located and routed based on the caller's location.$35 million and share-based compensation of $3 millionDecember 16, 2021Video Security and Access ControlProducts and Systems IntegrationSoftware and ServicesEnvysion, Inc.Provider of enterprise video security and business analytics.$124 million and share-based compensation of $1 millionOctober 29, 2021Video Security and Access ControlProducts and Systems IntegrationSoftware and ServicesOpenpath Security, Inc.Provider of cloud-based mobile access control.$298 million and share-based compensation of $29 millionJuly 15, 2021Command CenterSoftware and ServicesCallyoProvider of cloud-based mobile applications for law enforcement in North America, including critical mobile technological capabilities that enable information to flow seamlessly from the field to the command center. $63 million, inclusive of share-based compensation of $3 millionAugust 28, 2020Video Security and Access ControlProducts and Systems IntegrationSoftware and ServicesPelco, Inc.Global provider of video security solutions, adding a broad range of products for a variety of commercial and industrial environments and use cases. $110 millionJuly 31, 2020Video Security and Access ControlProducts and Systems IntegrationSoftware and Services IndigoVision Group plcProvider of video security solutions to enhance geographical reach across a wider customer base.$37 millionJune 16, 2020LMRCommunicationsSoftware and ServicesUnnamed cybersecurity services businessProvider of vulnerability assessments, cybersecurity consulting, and managed services, including security monitoring of network operations.$32 million April 30, 2020LMRCommunicationsSoftware and ServicesUnnamed cybersecurity services businessProvider of vulnerability assessments, cybersecurity consulting, managed services, and remediation and response capabilities. $40 million, inclusive of share-based compensation of $6 millionMarch 3, 2020 Products and Systems Integration Software and Services Products and Systems Integration Software and Services Products and Systems Integration Software and Services Products and Systems Integration Software and Services Products and Systems Integration Software and Services Provider of vulnerability assessments, cybersecurity consulting, and managed services, including security monitoring of network operations. $32 million Provider of vulnerability assessments, cybersecurity consulting, managed services, and remediation and response capabilities. $40 million, inclusive of share-based compensation of $6 million Products and Systems Integration Software and Services Products and Systems Integration Software and Services Products and Systems Integration Software and Services Products and Systems Integration Software and Services Products and Systems Integration Software and Services Provider of vulnerability assessments, cybersecurity consulting, and managed services, including security monitoring of network operations. $32 million Provider of vulnerability assessments, cybersecurity consulting, managed services, and remediation and response capabilities. $40 million, inclusive of share-based compensation of $6 million 34 34 34 34 34 34 **Current (2024):** TechnologySegmentAcquisitionDescriptionPurchase PriceDate of AcquisitionVideo Security and Access ControlProducts and Systems IntegrationIPVideo CorporationCreator of a multifunctional safety and security device.$170 million and share-based compensation of $5 millionDecember 15, 2023Command CenterSoftware and ServicesRave Mobile Safety, Inc. ("Rave Mobile")Provider of mass notification and incident management services.$553 million and share-based compensation of $2 millionDecember 14, 2022LMR CommunicationsProducts and Systems IntegrationFuturecom Systems Group, ULCProvider of radio coverage extension solutions.$30 millionOctober 25, 2022LMR CommunicationsProducts and Systems IntegrationBarrett Communications Pty LtdProvider of specialized radio communications.$18 millionAugust 8, 2022Video Security and Access ControlProducts and Systems IntegrationVideotec S.p.A.Provider of ruggedized video security solutions.$23 million and share-based compensation of $4 millionMay 12, 2022Video Security and Access ControlSoftware and ServicesCalipsa, Inc.Provider of cloud-native advanced video analytics.$39 million and share-based compensation of $4 millionApril 19, 2022LMR CommunicationsSoftware and ServicesTETRA Ireland Communications LimitedProvider of Ireland's National Digital Radio Service.$120 millionMarch 23, 2022Video Security and Access ControlProducts and Systems IntegrationSoftware and ServicesAva Security LimitedProvider of cloud-native video security and analytics.$388 million and share-based awards and compensation of $7 millionMarch 3, 2022Command CenterSoftware and Services911 Datamaster, Inc.Provider of Next Generation 911 data solutions that help to ensure emergency calls are accurately located and routed based on the caller's location.$35 million and share-based compensation of $3 millionDecember 16, 2021Video Security and Access ControlProducts and Systems IntegrationSoftware and ServicesEnvysion, Inc.Provider of enterprise video security and business analytics.$124 million and share-based compensation of $1 millionOctober 29, 2021Video Security and Access ControlProducts and Systems IntegrationSoftware and ServicesOpenpath Security, Inc.Provider of cloud-based mobile access control.$298 million and share-based compensation of $29 millionJuly 15, 2021 Products and Systems Integration Software and Services Products and Systems Integration Software and Services Products and Systems Integration Software and Services Products and Systems Integration Software and Services Products and Systems Integration Software and Services Products and Systems Integration Software and Services 35 35 35 35 35 35 --- ## Modified: We are exposed to risks under large, multi-year system and services contracts that may negatively impact our business. **Key changes:** - Reworded sentence: "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 UK, as described below." **Prior (2023):** We enter into large, multi-year system and services contracts with municipal, state, and nationwide government and commercial customers. In some cases, we may not be the prime contractor and may be dependent on other third-parties such as commercial carriers or systems integrators. 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 risk, especially in managed services contracts with public safety and commercial customers that process data, and (v) political or regulatory risk, especially related to the contracts with government customers, including our Airwave and Emergency Services Network ("ESN") government contracts in the UK. For example, with respect to financial risks of such contracts, in the third quarter of 2022, we realized a fixed asset impairment loss of $147 million related to our ESN service contract with the Home Office of the UK. Moreover, with respect to the political or regulatory risks of such contracts, in October 2021, the UK's Competition and Markets Authority (the "CMA") announced that it had opened a market investigation into the Mobile Radio Network for the Police and Emergency Services. This investigation affects Airwave, our private mobile radio communications network that we acquired in 2016. Airwave provides mission-critical voice and data communications to public emergency service agencies in Great Britain. In October 2022, the CMA published a provisional decision with its findings regarding competition and proposed remedies. We disagree with the CMA's provisional decision and will continue to work with the CMA to demonstrate the value of the Airwave network and protect Airwave's contractual position; however, the ultimate resolution of the CMA market investigation could result in additional compliance obligations for our Airwave business such as prospective price controls, enhanced information transparency or structural remedies. **Current (2024):** We enter into large, multi-year system and services contracts with municipal, state, and nationwide government and commercial customers. In some cases, we may not be the prime contractor and may be dependent on other third-parties such as commercial carriers or systems integrators. 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 UK, as described below. With respect to the political or regulatory risks of such contracts, in October 2021, the CMA announced that it had opened a market investigation into the Mobile Radio Network Services market. This investigation included Airwave, our private mobile radio communications network that we acquired in 2016. Airwave provides mission-critical voice and data communications to emergency services and other agencies in Great Britain. In early 2023, the CMA published a final decision which stated it will impose a prospective price control on the Airwave contract. We disagreed with the CMA's decision and filed an appeal with the Competition Appeal Tribunal ("CAT"). In addition, on July 31, 2023, the CMA adopted a remedies order which implemented the price control set out in its final decision, which was suspended until the CAT dismissed our appeal on December 22, 2023. On February 13, 2024, we filed an application with the United Kingdom Court of Appeal requesting that it hear our appeal. Revenue will be recognized according to the remedies order published by the CMA, unless the United Kingdom Court of Appeal were to reverse the remedies order. 20 20 20 20 20 20 --- ## Modified: Research and Development ("R&D") Expenditures **Key changes:** - Reworded sentence: "Years ended December 31(In millions)20232022% ChangeResearch and development expenditures$858 $779 10 % R&D expenditures increased $79 million, or 10% in 2023 compared to 2022 primarily due to higher employee incentive costs, including share-based compensation, and higher expenses associated with acquired businesses." **Prior (2023):** Years ended December 31(In millions)20222021% ChangeResearch and development expenditures$779 $734 6 % R&D expenditures increased $45 million, or 6% in 2022 compared to 2021 primarily due to an investment in R&D, higher expenses associated with acquired businesses and higher share-based compensation. R&D expenditures were 8.5% of net sales in 2022 and 9.0% of net sales in 2021. **Current (2024):** Years ended December 31(In millions)20232022% ChangeResearch and development expenditures$858 $779 10 % R&D expenditures increased $79 million, or 10% in 2023 compared to 2022 primarily due to higher employee incentive costs, including share-based compensation, and higher expenses associated with acquired businesses. R&D expenditures were 8.6% of net sales in 2023 and 8.5% of net sales in 2022. --- ## Modified: Our exposure to exchange rate fluctuations on cross-border transactions and the translation of local currency results into U.S. dollars could negatively impact our results of operations. **Key changes:** - Removed sentence: "For example, the strong U.S." - Removed sentence: "dollar reduced the impact of cash generated from our foreign operations during 2022, driven by revenues and costs that are denominated in foreign currencies, and which we expect to continue to impact our operating cash flows and net earnings throughout 2023." - Reworded sentence: "Item 1C: Cybersecurity" **Prior (2023):** We conduct business through our subsidiaries in many different countries, and fluctuations in currency exchange rates could have a significant impact on our reported consolidated results of operations, financial condition and cash flows, which are presented in U.S. dollars. Cross-border transactions, both with external parties and intercompany relationships, result in increased exposure to foreign exchange effects. 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. Additionally, the strengthening of certain currencies such as the Euro and 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, result in unfavorable translation effects as the results of foreign locations are translated into U.S. dollars. For example, the strong U.S. dollar reduced the impact of cash generated from our foreign operations during 2022, driven by revenues and costs that are denominated in foreign currencies, and which we expect to continue to impact our operating cash flows and net earnings throughout 2023. Item 1B: Unresolved Staff Comments None. Item 2: Properties As of February 6, 2023, the material properties that we used in connection with our business, serving all segments, are as follows: LocationApproximate Size in Sq. Ft. (In thousands)Owned vs. LeasedPurposeSchaumburg, Illinois, U.S.345LeasedResearch & development and customer supportElgin, Illinois, U.S.301LeasedManufacturing and distributionKrakow, Poland301LeasedResearch & development and corporate administrativePenang, Malaysia300LeasedManufacturing and distribution, research & development and corporate administrativePlantation, Florida, U.S.182LeasedCorporate administrativeChicago, Illinois, U.S.179LeasedCorporate administrative (global headquarters)Tel Aviv, Israel152LeasedResearch & development and corporate administrativeBritish Columbia, Canada108LeasedManufacturing and distribution and corporate administrativeAllen, Texas, U.S.138OwnedManufacturing and distribution and corporate administrativeRichardson, Texas, U.S.136LeasedManufacturing and distributionSchio, Italy125LeasedManufacturing, engineering, administrative 24 24 24 24 24 24 Item 3: Legal Proceedings In addition to the matter referenced below, we are subject to legal proceedings and claims that have not been fully resolved and which have arisen in the ordinary course of business. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on our consolidated financial position, liquidity or results of operations. However, an unfavorable resolution could have a material adverse effect on our consolidated financial position, liquidity or results of operations in the periods in which the matters are ultimately resolved, or in the periods in which more information is obtained that changes management's opinion of the ultimate disposition. Refer to the description of "Hytera Litigation" in "Note 12: Commitments and Contingencies" to our consolidated financial statements included in Part II, Item 8 of this Form 10-K for information regarding our legal proceedings. Item 4: Mine Safety Disclosures Not applicable. **Current (2024):** We conduct business through our subsidiaries in many different countries, and fluctuations in currency exchange rates could have a significant impact on our reported consolidated results of operations, financial condition and cash flows, which are presented in U.S. dollars. Cross-border transactions, both with external parties and intercompany relationships, result in increased exposure to foreign exchange effects. 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. Additionally, the strengthening of certain currencies such as the Euro and 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, result in unfavorable translation effects as the results of foreign locations are translated into U.S. dollars. Item 1B: Unresolved Staff Comments None. Item 1C: Cybersecurity --- ## Modified: Gross Margin **Key changes:** - Reworded sentence: "Years ended December 31(In millions)20232022% ChangeGross margin$4,970 $4,229 18 % Gross margin was 49.8% of net sales in 2023 compared to 46.4% of net sales in 2022." **Prior (2023):** Years ended December 31(In millions)20222021% ChangeGross margin$4,229 $4,040 5 % Gross margin was 46.4% of net sales in 2022 compared to 49.4% of net sales in 2021. The primary drivers of this decrease in gross margin as a percentage of net sales were: •lower gross margin as a percentage of net sales in the Software and Services segment, inclusive of acquisitions, primarily driven by a fixed asset impairment loss of $147 million related to assets constructed and 37 37 37 37 37 37 used in the deployment of the ESN services contract with the Home Office which we have executed an agreement to exit; and •lower gross margin as a percentage of net sales in the Products and Systems Integration segment, inclusive of acquisitions, primarily driven by increased direct material costs and freight costs, partially offset by pricing actions and higher sales volume. **Current (2024):** Years ended December 31(In millions)20232022% ChangeGross margin$4,970 $4,229 18 % Gross margin was 49.8% of net sales in 2023 compared to 46.4% of net sales in 2022. The primary drivers of this increase in gross margin as a percentage of net sales were: 38 38 38 38 38 38 •higher gross margin as a percentage of net sales in the Products and Systems Integration segment, inclusive of acquisitions, primarily driven by higher sales and lower direct material costs; and •higher gross margin as a percentage of net sales in the Software and Services segment, inclusive of acquisitions, primarily driven by higher sales and a $147 million fixed asset impairment loss in 2022 that did not recur in 2023, related to assets constructed and used in the deployment of the ESN services contract with the Home Office which we have executed an agreement to exit, partially offset by the revenue reduction on Airwave services in 2023 due to the implementation of the CMA's remedies order. --- ## Modified: Other Charges **Key changes:** - Reworded sentence: "Years ended December 31(In millions)20232022Other charges$257 $339 Other charges decreased $82 million, or 24% in 2023 compared to 2022 primarily due to the following: •$177 million of intangible asset amortization expense in 2023 compared to $257 million in 2022; •$4 million of legal settlements in 2023 compared to $23 million in 2022; •$6 million of operating lease asset impairments in 2023 compared to $24 million in 2022; •$7 million of charges for acquisition-related transaction fees in 2023 compared to $23 million in 2022; and •$3 million of fixed asset impairments in 2023 compared to $12 million in 2022; partially offset by •$24 million impairment loss related to the exit of video manufacturing operations in 2023 that did not occur in 2022 (see "Property, Plant and Equipment, Net" within "Note 4: Other Financial Data" to our consolidated financial statements in "Part II." **Prior (2023):** Years ended December 31(In millions)20222021Other charges$339 $286 Other charges increased $53 million, or 19% in 2022 compared to 2021 primarily due to the following: •$257 million of intangible asset amortization expense in 2022 compared to $236 million in 2021; •$23 million of legal settlements in 2022 compared to $3 million in 2021; •$24 million of operating lease asset impairments in 2022 compared to $10 million in 2021; •$12 million of fixed asset impairments in 2022 that did not occur in 2021; and •$23 million of charges for acquisition-related transaction fees in 2022 compared to $15 million in 2021; partially offset by •$15 million of gain recoveries from the legal settlement under the Hytera bankruptcy proceedings in 2022 that did not occur in 2021; and •$18 million of net reorganization of business charges in 2022 compared to $24 million in 2021 (see "Note 14: Reorganization of Businesses" to our consolidated financial statements in "Part II. Item 8. Financial Statements and Supplementary Data" of this Form 10-K for further information. **Current (2024):** Years ended December 31(In millions)20232022Other charges$257 $339 Other charges decreased $82 million, or 24% in 2023 compared to 2022 primarily due to the following: •$177 million of intangible asset amortization expense in 2023 compared to $257 million in 2022; •$4 million of legal settlements in 2023 compared to $23 million in 2022; •$6 million of operating lease asset impairments in 2023 compared to $24 million in 2022; •$7 million of charges for acquisition-related transaction fees in 2023 compared to $23 million in 2022; and •$3 million of fixed asset impairments in 2023 compared to $12 million in 2022; partially offset by •$24 million impairment loss related to the exit of video manufacturing operations in 2023 that did not occur in 2022 (see "Property, Plant and Equipment, Net" within "Note 4: Other Financial Data" to our consolidated financial statements in "Part II. Item 8. Financial Statements and Supplementary Data" of this Form 10-K for further information); •$15 million of environmental reserve expense in 2023 that did not occur in 2022; •$15 million of gain recoveries from the legal settlement under the Hytera bankruptcy proceedings in 2022 that did not occur in 2023; and •$22 million of net reorganization of business charges in 2023 compared to $18 million in 2022 (see "Note 14: Reorganization of Businesses" to our consolidated financial statements in "Part II. Item 8. Financial Statements and Supplementary Data" of this Form 10-K for further information). 39 39 39 39 39 39 --- ## Modified: Looking Forward **Key changes:** - Reworded sentence: "We expect to provide additional services to existing LMR customers as communications networks become more complex, software-centric and data-driven." - Reworded sentence: "We expect the continuing impact of revenue reduction on Airwave services in 2024 due to the implementation of the CMA's remedies order." **Prior (2023):** We expect continued growth within our global LMR installed base as a number of events such as natural disasters and large-scale incidents continue to reinforce the importance of having secure, reliable LMR for public safety. We believe our augmentation of LMR with broadband solutions will also drive growth, as we expect our customers will look to integrate valuable data capabilities. We expect to provide additional services to existing LMR customers as communication networks become more complex, software-centric and data-driven. As public safety needs continue to evolve, we anticipate growth opportunities within the command center as our Command Center suite covers the public safety workflow from "911 call to case closure" and management. We expect increased growth in our integrated software next generation core services and our cloud-based solutions, such as the PremierOne Cloud suite, as well as hybrid cloud solutions that provide a migration path from on-premises software solutions to cloud-connected capabilities. Within Video, we expect growth across our portfolio of fixed and mobile security solutions embedded with advanced analytics and access control solutions. We believe drivers include expansion of traditional video sales beyond commercial customers to government and public safety customers. Additionally, we expect customers to continue to embrace analytics that convert video into data and the scalability of the cloud to run their operations, and we also expect continued expansion of offerings such as video-as-a-service and ACS. Finally, we anticipate new opportunities from the investments we are making to integrate our LMR, Video and Command Center technologies into one unified ecosystem. We have made go-to-market and research and development investments in both Video and our Command Center technologies with growth in mind. We have made a number of acquisitions and we see opportunities to continue to rationalize costs within both segments of our business, further driving operating leverage in our businesses. We believe our integrated products and services for public and enterprise safety can enable strong collaboration by removing system silos, simplifying management and automating workflows. While we anticipate growth in our business, we also expect to be impacted by a higher tax rate as we look forward, mainly based on lower continuing benefits from stock-based compensation and an increase in the tax rate in the U.K. Refer to "Macroeconomic Events" set forth in this "Part II. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Form 10-K for a further discussion of our outlook with respect to the continuing impact of certain macroeconomic events on our financial condition, results of operations and cash flows. 35 35 35 35 35 35 **Current (2024):** We expect continued growth within our global LMR installed base as a number of events such as natural disasters and large-scale incidents continue to reinforce the importance of having secure, reliable LMR for public safety. We believe our augmentation of LMR with broadband solutions will also drive growth, as we expect our customers will look to integrate valuable data capabilities. We expect to provide additional services to existing LMR customers as communications networks become more complex, software-centric and data-driven. As public safety needs continue to evolve, we anticipate growth opportunities within the command center as our Command Center portfolio supports the complex process of the public safety workflow from "911 call to case closure." We expect increased growth across our portfolio that consists of native cloud, hybrid and on-premises software solutions that provide a migration path for our customers from on-premises solutions to cloud capabilities, as well as from the increasing adoption of NGCS. Within Video, we expect growth across our portfolio of fixed and mobile video security solutions embedded with advanced analytics and access control solutions. We believe drivers include the expansion of traditional video sales beyond enterprise customers to government and public safety customers. Additionally, we believe that government, public safety agencies and enterprises are increasingly turning to scalable, cloud-based multi-factor authentication access control to make their facilities more secure with the ability to securely access, search and manage these systems across their sites from a remote or central monitoring location. We also expect customers to continue to embrace analytics that convert video data into actionable insights and offerings such as "video-as-a-service." Finally, we anticipate new opportunities from the investments we are making to integrate our LMR, Video and Command Center technologies into one unified safety and security ecosystem. We have made go-to-market and research and development investments in both Video and our Command Center technologies with growth in mind. We have made a number of acquisitions and we see opportunities to continue to rationalize costs within both segments of our business, further driving operating leverage in our businesses. We expect the continuing impact of revenue reduction on Airwave services in 2024 due to the implementation of the CMA's remedies order. Revenue will continue to be recognized according to the remedies order published by the CMA, unless the United Kingdom Court of Appeal were to reverse the remedies order. Refer to "Recent Events" set forth in this "Part II. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" of this Form 10-K for a further discussion regarding the impact of the CMA's remedies order on our business. 36 36 36 36 36 36 --- ## Modified: We are subject to complex and changing laws and regulations in various jurisdictions regarding privacy, data protection, information security, and cybersecurity 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. **Key changes:** - Reworded sentence: "The EU adopted the General Data Protection Regulation ("GDPR") which took effect on May 25, 2018, harmonizing data protection laws across the EU." - Removed sentence: "Following GDPR enactment, other countries have also implemented similar privacy laws." - Reworded sentence: "Several state governments within the U.S." - Reworded sentence: "Also, several other countries in which we operate, including Australia and Brazil, have established legal requirements for cross-border data transfers." - Reworded sentence: "There is also an increasing trend towards data localization policies." **Prior (2023):** The EU adopted the General Data Protection Regulation ("GDPR") which took effect on May 25, 2018, harmonizing data protection laws across the E.U. The GDPR strengthens individual privacy rights and enhances data protection obligations for processors and controllers of personal data. 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. Following GDPR enactment, other countries have also implemented similar privacy laws. Also, 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. State governments within the U.S. are starting to enact their own versions of "GDPR-like" privacy legislation, which will create additional compliance challenges, risk, and administrative burden, such as the California Consumer Privacy Act ("CCPA"); the Virginia Consumer Data Protection Act; the Connecticut Data Privacy Act; the Utah Consumer Privacy Act and the Colorado Privacy Act. In addition, California voters passed by ballot initiative the California Privacy Rights Act in November 2020, which expands the CCPA. Comprehensive U.S. federal privacy legislation is also being discussed seriously by lawmakers, and the Federal Trade Commission has commenced a privacy rulemaking. 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. Because the interpretation and application of privacy and data protection laws are complex and still uncertain, it is possible that these laws may be interpreted and applied in a manner that is inconsistent with our existing practices or the features of our products, software and services. There is continued uncertainty concerning rules related to transfers of EU and United Kingdom ("UK") personal data outside of their respective jurisdictions. Cloud-based solutions may be subject to further regulation, including data localization requirements and restrictions concerning international transfer of data, the operational and cost impact of which cannot be fully known at this time. Any failure or perceived failure by us, our business partners, or third-party service providers to comply with privacy and security-related data protection laws, regulations and standards, or the privacy commitments in contracts could result in proceedings against us by governmental entities or others and significant fines, which could have a material adverse effect on our business and operating results and harm our reputation. Existing or future legislation and regulations pertaining to AI, AI-enabled products and the use of biometrics (e.g., facial recognition) or other video analytics that apply to us or to our customers may make it more challenging, costly, or in some cases prohibit certain products or services from being offered or modified and subject us to regulatory and litigation risks and potential liabilities, which could adversely affect our business and results of operations. We could suffer reputational or competitive damage from negative publicity related to products and services that utilize AI or other regulated analytics, which could also adversely affect our business and results of operations. Current or future privacy-related legislation and governmental regulations pertaining to AI, AI-enabled products and the use of biometrics or other video analytics may affect how our business is conducted or expose us to unfavorable developments resulting from changes in the regulatory landscape. For example, laws such as the Biometric Information Privacy Act in Illinois have restricted the collection, use and storage of biometric information and provide a private right of action of persons who are aggrieved by violations of the act. Such legislation and regulations have exposed us to, and we expect that they will continue to expose us to, regulatory and litigation risks. 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. Compliance with these laws and regulations may be onerous and expensive, and may be inconsistent from jurisdiction to jurisdiction, further increasing the cost of compliance and the risk of liability. It is also not clear how existing and future laws and regulations governing issues such as AI, AI-enabled products, biometrics and other video analytics apply or will be enforced with respect to the products and services we sell. 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. 13 13 13 13 13 13 We are increasingly building AI into many of our offerings. We envision a future in which AI operating in our products and services will help our public safety and private sector customers build safer communities with stronger communication platforms. AI may be flawed and datasets may be insufficient or contain biased information. Additionally, AI presents emerging ethical issues and we may enable or offer solutions that draw controversy due to their perceived or actual impact on society. As we work to responsibly meet our customers' needs for products and services that use AI, we could 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. **Current (2024):** The EU adopted the General Data Protection Regulation ("GDPR") which took effect on May 25, 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. 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. Several state governments within the U.S. have recently enacted their own versions of "GDPR-like" privacy legislation, which has created, and we expect will continue to, create additional compliance challenges, risk, and administrative burden. Comprehensive U.S. federal privacy legislation is also being discussed seriously by lawmakers, and the Federal Trade Commission has commenced a privacy rulemaking that may attempt to implement nationwide rules. These proposals, as well as other standalone federal bills, could restrict the ability of law enforcement to purchase data from private companies. 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. Also, several other countries in which we operate, including Australia and Brazil, have established legal requirements for cross-border data transfers. There is continued uncertainty concerning rules related to transfers of EU and United Kingdom ("UK") 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. If countries implement more restrictive regulations for cross-border personal data transfers (or customers do not permit personal data to leave the country of origin), it could affect the manner in which we provide our services or the geographical location or segregation of our relevant systems and operations, which could adversely impact our business. In addition, various jurisdictions in which we operate have adopted or are expected to promulgate cybersecurity regulations that would apply directly to our products and services. For example, in the EU, we are subject to, and expect to continue to be subject to, cybersecurity regulations for certain services we provide. These regulations 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. Because the interpretation and application of privacy, data protection, information security and cybersecurity laws are complex and still uncertain; it is possible that these laws may be interpreted and applied in a manner that is inconsistent with our existing practices or the features of our products, software and services. Any failure or perceived failure by us, our business partners, or third-party service providers to comply with such laws and regulations, or the privacy commitments in contracts, could result in proceedings against us by governmental entities or others and significant fines, which could have a material adverse effect on our business and operating results and harm our reputation. --- ## Modified: 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. **Key changes:** - Reworded sentence: "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." **Prior (2023):** 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, such as the continuing COVID-19 pandemic, terrorist acts or the outbreak or escalation of armed hostilities (including the military action against Ukraine launched by Russia and any related political or economic responses), and other events beyond our control. Any of these events could impair 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. In particular, the continuing COVID-19 pandemic, including the emergence of variants, has had, and could continue to have, an adverse effect on our business, financial position, cash flows and stock price in many ways, including, but not limited to, the following: •The COVID-19 pandemic and responses to it have significantly impacted the movement of goods and services worldwide, which has resulted in and which we expect to continue to result in disruptions in our supply chain, particularly with respect to difficulties and delays in procuring semiconductor components and disruptions to transportation. •Our workforce may be unable to work on-site or travel as a result of event cancellations, facility closures, travel and other restrictions and changes in industry practice, or if they, their co-workers or their family members become ill or otherwise require care arrangements. These workforce disruptions have adversely affected and could continue to adversely affect, our ability to operate, including to develop, manufacture, generate sales of, promote, market and deliver our products, solutions and services, and provide customer support. •We outsource certain business activities to third-parties. If one or more of the third-parties to whom we outsource certain business activities experience operational failures or business disruption as a result of the impacts from COVID-19, or claim that they cannot perform, it may have negative effects on our business and financial condition. **Current (2024):** 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. If a new pandemic or health outbreak were to occur, we could experience varied impacts similar to what we experienced related to the impacts of COVID-19, including impacts to our workforce and supply chain, inflationary pressures and increased costs, schedule or production delays, market volatility and other financial impacts. These events such as COVID-19 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. --- ## Modified: Issuer Purchases of Equity Securities **Key changes:** - Reworded sentence: "The following table provides information with respect to acquisitions by the Company of shares of its common stock during the quarter ended December 31, 2023." - Reworded sentence: "As of December 31, 2023, the Company had used approximately $15.5 billion, including transaction costs, to repurchase shares, leaving approximately $2.5 billion of authority available for future repurchases." - Reworded sentence: "As of December 31, 2023, the Company had used approximately $15.5 billion, including transaction costs, to repurchase shares, leaving approximately $2.5 billion of authority available for future repurchases." - Reworded sentence: "As of December 31, 2023, the Company had used approximately $15.5 billion, including transaction costs, to repurchase shares, leaving approximately $2.5 billion of authority available for future repurchases." **Prior (2023):** The following table provides information with respect to acquisitions by the Company of shares of its common stock during the quarter ended December 31, 2022. Period(a) Total Numberof SharesPurchased(b) Average PricePaid perShare (1)(c) Total Numberof Shares Purchasedas Part of PubliclyAnnounced Plansor Program (2)(d) Approximate DollarValue of Shares thatMay Yet Be PurchasedUnder the Plans orProgram (2)9/29/2022 to 10/26/2022302,878 $226.63 302,878 $1,303,410,831 10/27/2022 to 11/21/202255,498 $245.11 55,498 $1,289,807,771 11/22/2022 to 12/28/202218,562 $253.99 18,562 $1,285,093,268 Total376,938 $230.70 376,938 (1)Average price paid per share of common stock repurchased is the execution price, including commissions paid to brokers.(2)As originally announced on July 28, 2011, and subsequently amended, including in May 2021, the Board of Directors has authorized the Company to repurchase an aggregate amount of up to $16.0 billion of its outstanding shares of common stock (the "share repurchase program"). The share repurchase program does not have an expiration date. As of December 31, 2022, the Company had used approximately $14.7 billion, including transaction costs, to repurchase shares, leaving approximately $1.3 billion of authority available for future repurchases. As originally announced on July 28, 2011, and subsequently amended, including in May 2021, the Board of Directors has authorized the Company to repurchase an aggregate amount of up to $16.0 billion of its outstanding shares of common stock (the "share repurchase program"). The share repurchase program does not have an expiration date. As of December 31, 2022, the Company had used approximately $14.7 billion, including transaction costs, to repurchase shares, leaving approximately $1.3 billion of authority available for future repurchases. As originally announced on July 28, 2011, and subsequently amended, including in May 2021, the Board of Directors has authorized the Company to repurchase an aggregate amount of up to $16.0 billion of its outstanding shares of common stock (the "share repurchase program"). The share repurchase program does not have an expiration date. As of December 31, 2022, the Company had used approximately $14.7 billion, including transaction costs, to repurchase shares, leaving approximately $1.3 billion of authority available for future repurchases. 26 26 26 26 26 26 **Current (2024):** The following table provides information with respect to acquisitions by the Company of shares of its common stock during the quarter ended December 31, 2023. Period(a) Total Numberof SharesPurchased(b) Average PricePaid perShare (1)(c) Total Numberof Shares Purchasedas Part of PubliclyAnnounced Plansor Program (2)(d) Approximate DollarValue of Shares thatMay Yet Be PurchasedUnder the Plans orProgram (2)09/30/2023 to 10/25/2023250,781 $278.61 250,781 $528,972,235 10/26/2023 to 11/20/2023113,878 $276.74 113,878 $2,497,458,099 11/21/2023 to 12/27/202351,386 $311.34 51,386 $2,481,459,407 Total416,045 $282.14 416,045 (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) (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) (1)Average price paid per share of common stock repurchased excludes commissions paid to brokers and excise tax. 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 Condensed Consolidated Statement of Stockholders' Equity for the quarter ended December 31, 2023.(2)As originally announced on July 28, 2011, and subsequently amended, including a $2.0 billion increase approved by the Board of Directors during the fourth quarter of 2023, the Board of Directors has authorized the Company to repurchase an aggregate amount of up to $18.0 billion of its outstanding shares of common stock (the "share repurchase program"). The share repurchase program does not have an expiration date. As of December 31, 2023, the Company had used approximately $15.5 billion, including transaction costs, to repurchase shares, leaving approximately $2.5 billion of authority available for future repurchases. Average price paid per share of common stock repurchased excludes commissions paid to brokers and excise tax. 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 Condensed Consolidated Statement of Stockholders' Equity for the quarter ended December 31, 2023. As originally announced on July 28, 2011, and subsequently amended, including a $2.0 billion increase approved by the Board of Directors during the fourth quarter of 2023, the Board of Directors has authorized the Company to repurchase an aggregate amount of up to $18.0 billion of its outstanding shares of common stock (the "share repurchase program"). The share repurchase program does not have an expiration date. As of December 31, 2023, the Company had used approximately $15.5 billion, including transaction costs, to repurchase shares, leaving approximately $2.5 billion of authority available for future repurchases. Average price paid per share of common stock repurchased excludes commissions paid to brokers and excise tax. 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 Condensed Consolidated Statement of Stockholders' Equity for the quarter ended December 31, 2023. As originally announced on July 28, 2011, and subsequently amended, including a $2.0 billion increase approved by the Board of Directors during the fourth quarter of 2023, the Board of Directors has authorized the Company to repurchase an aggregate amount of up to $18.0 billion of its outstanding shares of common stock (the "share repurchase program"). The share repurchase program does not have an expiration date. As of December 31, 2023, the Company had used approximately $15.5 billion, including transaction costs, to repurchase shares, leaving approximately $2.5 billion of authority available for future repurchases. 28 28 28 28 28 28 --- ## Modified: Segment Financial Highlights **Key changes:** - Reworded sentence: "•In the Products and Systems Integration segment, net sales were $6.2 billion in 2023, an increase of $514 million, or 9%, compared to $5.7 billion in 2022." **Prior (2023):** •In the Products and Systems Integration segment, net sales were $5.7 billion in 2022, an increase of $695 million, or 14%, compared to $5.0 billion in 2021. On a geographic basis, net sales increased in both the North America region and the International region. Operating earnings were $913 million in 2022, compared to $760 million in 2021. Operating margins increased in 2022 to 15.9% from 15.1% in 2021 primarily due to higher sales volume and increased pricing partially offset by higher direct material costs, higher expenses associated with acquired businesses and $27 million higher share-based compensation expenses. •In the Software and Services segment, net sales were $3.4 billion in 2022, an increase of $246 million, or 8%, compared to $3.1 billion in 2021. On a geographic basis, net sales increased in the North America region. Operating earnings were $748 million in 2022, compared to $907 million in 2021. Operating margins decreased in 2022 to 22.1% from 28.9% in 2021 due to a fixed asset impairment loss of $147 million related to assets constructed and used in the deployment of the Emergency Services Network ("ESN") services contract with the Home Office of the United Kingdom (the "Home Office") which both parties have agreed to exit. **Current (2024):** •In the Products and Systems Integration segment, net sales were $6.2 billion in 2023, an increase of $514 million, or 9%, compared to $5.7 billion in 2022. On a geographic basis, net sales increased in both the International and North America region. Operating earnings were $1.2 billion in 2023, compared to $913 million in 2022. Operating margins increased in 2023 to 19.9% from 15.9% in 2022 primarily due to higher sales and lower direct material costs, partially offset by higher employee incentive costs, including share-based compensation. •In the Software and Services segment, net sales were $3.7 billion in 2023, an increase of $352 million, or 10%, compared to $3.4 billion in 2022. On a geographic basis, net sales increased in both the North America and International region. Operating earnings were $1.1 billion in 2023, compared to $748 million in 2022. Operating margins increased in 2023 to 33 33 33 33 33 33 28.1% from 22.1% in 2022 primarily driven by higher sales, a $147 million fixed asset impairment loss in 2022 that did not recur in 2023, related to assets constructed and used in the deployment of the Emergency Services Network ("ESN") services contract with the Home Office of the United Kingdom (the "Home Office") which we have executed an agreement to exit, and a reduction in intangible amortization expenses, partially offset by the revenue reduction on Airwave services in 2023 due to the implementation of the United Kingdom's (the "U.K.") Competition and Markets Authority's ("CMA") remedies order and higher expenses associated with acquired businesses. --- ## Modified: 2023 Financial Results **Key changes:** - Reworded sentence: "•Net sales were $10.0 billion in 2023 compared to $9.1 billion in 2022." - Reworded sentence: "were $1.7 billion, or $9.93 per diluted common share in 2023, compared to earnings of $1.4 billion, or $7.93 per diluted common share in 2022." **Prior (2023):** •Net sales were $9.1 billion in 2022 compared to $8.2 billion in 2021. •Operating earnings were $1.7 billion in each of 2021 and 2022. •Net earnings attributable to Motorola Solutions, Inc. were $1.4 billion, or $7.93 per diluted common share in 2022, compared to earnings of $1.2 billion, or $7.17 per diluted common share in 2021. •Our operating cash flow was $1.8 billion in each of 2021 and 2022. 31 31 31 31 31 31 •We returned over $1.4 billion of capital to shareholders, in the form of $836 million in share repurchases and $530 million in dividends in 2022. •We increased our quarterly dividend by 11% to $0.88 per share in November 2022. •We ended 2022 with a backlog position of $14.3 billion, up $788 million compared to 2021. **Current (2024):** •Net sales were $10.0 billion in 2023 compared to $9.1 billion in 2022. •Operating earnings were $2.3 billion in 2023 compared to $1.7 billion in 2022. •Net earnings attributable to Motorola Solutions, Inc. were $1.7 billion, or $9.93 per diluted common share in 2023, compared to earnings of $1.4 billion, or $7.93 per diluted common share in 2022. •Our operating cash flow was $2.0 billion in 2023 compared to $1.8 billion in 2022. •We returned approximately $1.4 billion of capital to shareholders, in the form of $804 million in share repurchases and $589 million in dividends in 2023. •We increased our quarterly dividend by 11% to $0.98 per share in November 2023. •We ended 2023 with a backlog position of $14.3 billion, down $88 million compared to 2022. --- ## Modified: Results of Operations **Key changes:** - Reworded sentence: "Years ended December 31(Dollars in millions, except per share amounts)2023% ofSales **2022% ofSales **2021% ofSales **Net sales from products$5,814 $5,368 $4,606 Net sales from services4,164 3,744 3,565 Net sales9,978 9,112 8,171 Costs of product sales2,591 44.6 %2,595 48.3 %2,104 45.7 %Costs of services sales2,417 58.0 %2,288 61.1 %2,027 56.9 %Costs of sales5,008 50.2 %4,883 53.6 %4,131 50.6 %Gross margin4,970 49.8 %4,229 46.4 %4,040 49.4 %Selling, general and administrative expenses1,561 15.6 %1,450 15.9 %1,353 16.6 %Research and development expenditures858 8.6 %779 8.5 %734 9.0 %Other charges257 2.6 %339 3.7 %286 3.5 %Operating earnings2,294 23.0 %1,661 18.2 %1,667 20.4 %Other income (expense):Interest expense, net(216)(2.2)%(226)(2.5)%(208)(2.5)%Gains on sales of investments and businesses, net - - %3 - %1 - %Other, net68 0.7 %77 0.8 %92 1.1 %Total other expense(148)(1.5)%(146)(1.6)%(115)(1.4)%Net earnings before income taxes2,146 21.5 %1,515 16.6 %1,552 19.0 %Income tax expense432 4.3 %148 1.6 %302 3.7 %Net earnings1,714 17.2 %1,367 15.0 %1,250 15.3 %Less: Earnings attributable to noncontrolling interests5 0.1 %4 - %5 0.1 %Net earnings*$1,709 17.1 %$1,363 15.0 %$1,245 15.2 %Earnings per diluted common share*$9.93 $7.93 $7.17 * Amounts attributable to Motorola Solutions, Inc." **Prior (2023):** Years ended December 31(Dollars in millions, except per share amounts)2022% ofSales **2021% ofSales **2020% ofSales **Net sales from products$5,368 $4,606 $4,087 Net sales from services3,744 3,565 3,327 Net sales9,112 8,171 7,414 Costs of product sales2,595 48.3 %2,104 45.7 %1,872 45.8 %Costs of services sales2,288 61.1 %2,027 56.9 %1,934 58.1 %Costs of sales4,883 53.6 %4,131 50.6 %3,806 51.3 %Gross margin4,229 46.4 %4,040 49.4 %3,608 48.7 %Selling, general and administrative expenses1,450 15.9 %1,353 16.6 %1,293 17.4 %Research and development expenditures779 8.5 %734 9.0 %686 9.3 %Other charges339 3.7 %286 3.5 %246 3.3 %Operating earnings1,661 18.2 %1,667 20.4 %1,383 18.7 %Other income (expense):Interest expense, net(226)(2.5)%(208)(2.5)%(220)(3.0)%Gains (losses) on sales of investments and businesses, net3 - %1 - %(2) - %Other, net77 0.8 %92 1.1 %13 0.2 %Total other expense(146)(1.6)%(115)(1.4)%(209)(2.8)%Net earnings before income taxes1,515 16.6 %1,552 19.0 %1,174 15.8 %Income tax expense148 1.6 %302 3.7 %221 3.0 %Net earnings1,367 15.0 %1,250 15.3 %953 12.9 %Less: Earnings attributable to noncontrolling interests4 - %5 0.1 %4 0.1 %Net earnings*$1,363 15.0 %$1,245 15.2 %$949 12.8 %Earnings per diluted common share*$7.93 $7.17 $5.45 * Amounts attributable to Motorola Solutions, Inc. common shareholders. ** Percentages may not add due to rounding. **Current (2024):** Years ended December 31(Dollars in millions, except per share amounts)2023% ofSales **2022% ofSales **2021% ofSales **Net sales from products$5,814 $5,368 $4,606 Net sales from services4,164 3,744 3,565 Net sales9,978 9,112 8,171 Costs of product sales2,591 44.6 %2,595 48.3 %2,104 45.7 %Costs of services sales2,417 58.0 %2,288 61.1 %2,027 56.9 %Costs of sales5,008 50.2 %4,883 53.6 %4,131 50.6 %Gross margin4,970 49.8 %4,229 46.4 %4,040 49.4 %Selling, general and administrative expenses1,561 15.6 %1,450 15.9 %1,353 16.6 %Research and development expenditures858 8.6 %779 8.5 %734 9.0 %Other charges257 2.6 %339 3.7 %286 3.5 %Operating earnings2,294 23.0 %1,661 18.2 %1,667 20.4 %Other income (expense):Interest expense, net(216)(2.2)%(226)(2.5)%(208)(2.5)%Gains on sales of investments and businesses, net - - %3 - %1 - %Other, net68 0.7 %77 0.8 %92 1.1 %Total other expense(148)(1.5)%(146)(1.6)%(115)(1.4)%Net earnings before income taxes2,146 21.5 %1,515 16.6 %1,552 19.0 %Income tax expense432 4.3 %148 1.6 %302 3.7 %Net earnings1,714 17.2 %1,367 15.0 %1,250 15.3 %Less: Earnings attributable to noncontrolling interests5 0.1 %4 - %5 0.1 %Net earnings*$1,709 17.1 %$1,363 15.0 %$1,245 15.2 %Earnings per diluted common share*$9.93 $7.93 $7.17 * Amounts attributable to Motorola Solutions, Inc. common shareholders. ** Percentages may not add due to rounding. --- ## Modified: Geographic Market Sales by Locale of End Customer **Key changes:** - Reworded sentence: "202320222021North America69 %70 %68 %International31 %30 %32 % 100 %100 %100 % 37 37 37 37 37 37" **Prior (2023):** 202220212020North America70 %68 %68 %International30 %32 %32 % 100 %100 %100 % 36 36 36 36 36 36 **Current (2024):** 202320222021North America69 %70 %68 %International31 %30 %32 % 100 %100 %100 % 37 37 37 37 37 37 --- ## Modified: Macroeconomic Events **Key changes:** - Reworded sentence: "During fiscal year 2023, we operated under market conditions influenced by events such as those discussed below." - Added sentence: "In 2023, we experienced improved conditions with respect to availability of materials in the semiconductor market." - Added sentence: "We reduced our inventory carrying levels as compared to 2022 in response to the improved supply conditions." - Added sentence: "We continue to remain focused on improving our supplier network, engineering alternative designs and working to reduce supply shortages and effectively manage costs." - Added sentence: "In addition, we continue to actively manage our inventory by diversifying the footprint of our supply chain operations, including by finalizing a strategic agreement relating to our video manufacturing operations during the first quarter of 2024, and maintaining increased levels of inventory in targeted areas to support increased demand and customer requirements." **Prior (2023):** During fiscal year 2022, we operated under challenging market conditions, influenced by events such as those discussed below. For a further discussion of our business and the trends and risks that we encounter in our business, please refer to "Part I. Item 1. Business" and "Part I. Item 1A. Risk Factors" in this Form 10-K. **Current (2024):** During fiscal year 2023, we operated under market conditions influenced by events such as those discussed below. For a further discussion of our business and the trends and risks that we encounter in our business, please refer to "Part I. Item 1. Business" and "Part I. Item 1A. Risk Factors" in this Form 10-K. In 2023, we experienced improved conditions with respect to availability of materials in the semiconductor market. We reduced our inventory carrying levels as compared to 2022 in response to the improved supply conditions. We continue to remain focused on improving our supplier network, engineering alternative designs and working to reduce supply shortages and effectively manage costs. In addition, we continue to actively manage our inventory by diversifying the footprint of our supply chain operations, including by finalizing a strategic agreement relating to our video manufacturing operations during the first quarter of 2024, and maintaining increased levels of inventory in targeted areas to support increased demand and customer requirements. --- ## Modified: Performance Graph **Key changes:** - Reworded sentence: "This graph assumes $100 was invested in the stock or the indices on December 31, 2018 and reflects the reinvestment of dividends." **Prior (2023):** The following graph compares the five-year cumulative total shareholder returns of Motorola Solutions, Inc., the S&P 500 Index and the S&P Communications Equipment Index. This graph assumes $100 was invested in the stock or the indices on December 31, 2017 and reflects the reinvestment of dividends. Years EndedDecember 31, 2017December 31, 2018December 31, 2019December 31, 2020December 31, 2021December 31, 2022Motorola Solutions$100.00 $129.63 $184.32 $197.94 $320.48 $308.28 S&P 500$100.00 $95.61 $125.70 $148.81 $191.48 $156.77 S&P Communications Equipment$100.00 $115.08 $130.51 $131.34 $198.73 $159.23 27 27 27 27 27 27 Item 6: [Reserved.] 28 28 28 28 28 28 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, 2022 and 2021 and results of operations and cash flows for each of the three years in the period ended December 31, 2022. This commentary should be read in conjunction with our consolidated financial statements and the notes thereto appearing under "Item 8: Financial Statements and Supplementary Data." **Current (2024):** The following graph compares the five-year cumulative total shareholder returns of Motorola Solutions, Inc., the S&P 500 Index and the S&P Communications Equipment Index. This graph assumes $100 was invested in the stock or the indices on December 31, 2018 and reflects the reinvestment of dividends. Years Ended December 31201820192020202120222023Motorola Solutions$100.00 $142.19 $152.70 $247.22 $237.81 $292.59 S&P 500$100.00 $131.47 $155.65 $200.29 $163.98 $207.04 S&P Communications Equipment$100.00 $113.41 $114.12 $172.69 $138.36 $166.68 29 29 29 29 29 29 Item 6: [Reserved.] 30 30 30 30 30 30 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, 2023 and 2022 and results of operations and cash flows for each of the three years in the period ended December 31, 2023. This commentary should be read in conjunction with our consolidated financial statements and the notes thereto appearing under "Item 8: Financial Statements and Supplementary Data." --- ## Modified: Our Business **Key changes:** - Reworded sentence: "Motorola Solutions is solving for safer." - Reworded sentence: "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." **Prior (2023):** Motorola Solutions is a global leader in public safety and enterprise security. Our technologies in Land Mobile Radio Communications ("LMR" or "LMR Communications"), Video Security and Access Control ("Video") and Command Center, bolstered by managed and support services, help make communities safer and businesses stay productive and secure. We serve more than 100,000 public safety and commercial customers in over 100 countries, providing "purpose-built" solutions designed for their unique needs, and we have a rich heritage of innovation focusing on advancing global safety for more than 90 years. We manage our business organizationally through two segments: "Products and Systems Integration" and "Software and Services." Within these segments, we have principal product lines that also follow our three major technologies: LMR Communications, Video and Command Center. In January 2023, we began using Command Center as a naming convention, eliminating the "Software" descriptor from Command Center Software in order to inform investors that the Company has software components more broadly across all technologies; this name change does not require any financial information to be reclassified from previous periods. The Company has invested across these three technologies, evolving the Company's LMR focus to purposefully integrate software, video security and access control solutions for public safety and enterprise customers globally. Our strategy is to generate value through the integration of critical communications, video security, access control and data and analytics. 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 as one connected system. Our goal is to help remove silos between systems, unify data, streamline workflows, and simplify operations for our customers. Across all three technologies, we offer cloud-based solutions, cybersecurity services, software and subscription services as well as managed and support services. The schools we serve provide an example of our integrated technology ecosystem in action, which can be tailored to a school's unique needs and can span the end-to-end workflow for daily school operations as well as for emergencies. Video security and analytics such as license plate recognition can alert security and identify potentially suspicious activities, influencing building access. AI-powered video analytics can search video footage and help locate individuals based on physical descriptions. Software can help share real-time alerts and live video feeds with school officials and public safety agencies for incident response. Voice and data communications can notify school employees of security breaches, while mass notification and incident management platforms can help to coordinate an emergency response across school safety personnel, local law enforcement and administrators. Together, these technologies can help schools to detect, analyze, communicate and manage safety and security threats. The principal products within each segment, by technology, are described below: **Current (2024):** Motorola Solutions is solving for safer. Every day we come to work solving for safer communities, safer schools, safer hospitals, safer businesses, safer everywhere. We are a global leader in public safety and enterprise security, 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. We are driven by our commitment to help make everywhere safer for all. We manage our business organizationally through two segments: "Products and Systems Integration" and "Software and Services." Within these segments, we have principal product lines that also follow our three major technologies: LMR Communications, Video and Command Center. 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. While each technology individually strives to make users safer and more productive, we believe we can enable better outcomes for our customers when we unite these technologies to work together. Our goal is to help remove silos and barriers between people and technologies, so that data unifies, information flows, operations run and collaboration improves to help strengthen safety and security everywhere. Across all three technologies, we offer cloud-based and hybrid solutions, cybersecurity services, software and subscription services as well as managed and support services. One example of this collaboration is highlighted by a school setting. When a teacher presses a panic button on a phone, this can automatically notify local law enforcement of an emergency, trigger a lockdown to secure all entries, share live video feeds with first responders and send mass notifications to key stakeholders inside and outside the school, helping schools to detect, respond and resolve safety and security threats. The principal products within each segment, by technology, are described below: --- *Data sourced from SEC EDGAR. Last updated 2026-05-10.*