摩托罗拉解决方案美股招股说明书(2026-08-10版)

MOTOROLA SOLUTIONS, INC. $350,000,000 4.850% Senior Notes due 2029$600,000,000 5.650% Senior Notes due 2036 Motorola Solutions, Inc. (“we,” “us” or “our”) is offering $350,000,000 aggregate principal amount of our 4.850% Senior Notes due 2029 (the “2029 notes”) and$600,000,000 aggregate principal amount of our 5.650% Senior Notes due 2036 (the “2036 notes” and, together with the 2029 notes, the “notes”). The 2029 notes will bear interest at the rate of 4.850% per year. The 2036 notes will bear interest at the rate of 5.650% per year. Interest on the notes is payable onFebruary17 and August17 of each year, beginning on February17, 2027. The 2029 notes will mature on August17, 2029. The 2036 notes will mature on August17, 2036. Wemay redeem some or all of the notes of each series at any time and from time to time at our option, in whole or in part. The redemption prices are discussed under the heading“Description of the Notes—Optional Redemption.” On May31, 2026, our subsidiary Motorola Solutions Finance EMEA Limited entered into a definitive agreement to acquire D-Fend Solutions (“D-Fend”), an industryleader in counter-drone technology, for a purchase price of $1.5billion, subject to customary adjustments (the “D-Fend Acquisition”). The D-Fend Acquisition is expected to closein the second half of 2026, subject to required regulatory approvals and satisfaction of other customary closing conditions. We intend to use the net proceeds of this offering, together with cash on hand and/or borrowings under (i)our existing revolving credit facility or commercial paper programand/or (ii)a proposed new $300million term loan credit agreement (the “proposed term loan”) to fund all or a portion of the consideration for the D-Fend Acquisition and forgeneral corporate purposes, which may include, among other uses, the repayment of outstanding indebtedness. However, this offering is not conditioned on the completion of theD-Fend Acquisition. See “Use of Proceeds” in this prospectus supplement. Upon the occurrence of a “change of control repurchase event,” we will be required to make an offer to repurchase the notes at a price equal to 101% of their principalamount plus accrued and unpaid interest to, but not including, the date of repurchase. The notes will be our unsecured obligations and will rank equally with all of our other unsecured and unsubordinated indebtedness from time to time outstanding. We willissue the notes in minimum denominations of $2,000 and integral multiples of $1,000. The notes are not and will not be listed on any securities exchange. Investing in these securities involves certain risks. See “Risk Factors” beginning on pageS-10 of this prospectus supplement and page5 ofthe accompanying prospectus, as well as the risks set forth in our other filings with the Securities and Exchange Commission (the “SEC”),which are incorporated by reference in this prospectus supplement and the accompanying prospectus. Neither the SEC nor any state securities commission has approved or disapproved the notes or determined that this prospectus supplement or the accompanyingprospectus is accurate or complete. Any representation to the contrary is a criminal offense. The initial public offering prices of the notes set forth above do not include accrued interest, if any. Interest on the notes will accrue from August17, 2026 and must be paid by the purchaser if the notes are delivered after August17, 2026. The underwriters expect to deliver the notes in book-entry form only through the facilities of The Depository Trust Company and its participants, Clearstream Bankingsociété anonymeand Euroclear Bank S.A./N.V., on or about August17, 2026. Joint Book-Running Managers BMOCapital MarketsMUFGScotiabankAcademySecurities Table of Contents TABLE OF CONTENTS Prospectus Supplement ABOUT THIS PROSPECTUS SUPPLEMENTSPECIAL NOTE ON FORWARD-LOOKING STATEMENTSSUMMARYRISK FACTORSUSE OF PROCEEDSCAPITALIZATIONDESCRIPTION OF THE NOTESCERTAIN UNITED STATES FEDERAL INCOME TAX CONSIDERATIONSUNDERWRITINGLEGAL MATTERSEXPERTSINCORPORATION OF DOCUMENTS BY REFERENCE Prospectus DESCRIPTION OF CAPITAL STOCK DESCRIPTION OF SECURITIES WARRANTS DESCRIPTION OF THE STOCK PURCHASE CONTRACTS AND THE STOCK PURCHASE UNITS PLAN OF DISTRIBUTION VALIDITY OF THE SECURITIES EXPERTS WHERE YOU CAN FIND MORE INFORMATION We urge you to carefully read this prospectus supplement and the accompanying prospectus, which describe the terms of the offering of thenotes, before you make your investment decision. This prospectus supplement, the accompanying prospectus and any related free writingprospectus required to be filed with the SEC that we prepare or authorize contain and incorporate by reference information that you shouldconsider when making your investment decisions. Neither we nor the underwriters have authorized anyone to provide you with any information or to make any representation other than thosecontained in or incorporated by referenc