Schmitz Jeffrey F Form 4 ZEBRA TECHNOLOGIES / Jeffrey F Schmitz ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Schmitz Jeffrey F

(Last) (First) (Middle)

C/O ZEBRA TECHNOLOGIES CORPORATION

3 OVERLOOK POINT

(Street)

LINCOLNSHIRE IL 60069

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ZEBRA TECHNOLOGIES CORP [ ZBRA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief People Officer

3. Date of Earliest Transaction (Month/Day/Year)
05/04/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock								6,952	D
Class A Common Stock	05/04/2023		A		3,095(1)	A	$0	10,047	D
Class A Common Stock	05/05/2023		F		219	D	$273.8	9,828	D
Class A Common Stock	05/06/2023		F		128	D	$273.8	9,700	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Appreciation Right	$149.57							(2)	05/10/2025	Class A Common Stock	563		563	D
Stock Appreciation Right	$205.12							(3)	05/02/2026	Class A Common Stock	874		874	D
Stock Appreciation Right	$244.97							(4)	04/30/2027	Class A Common Stock	1,180		1,180	D

Explanation of Responses:

1. Of the restricted stock units subject to this award, 1,031 vest on May 4, 2024, 1,032 vest on May 4, 2025, and 1,032 vest on May 4, 2026.

2. Of the stock appreciation rights subject to this SAR, 562 vest on May 10, 2019, 562 vest on May 10, 2020, 562 vest on May 10, 2021 and 563 vest on May 10, 2022.

3. Of the stock appreciation rights subject to this SAR, 436 vest on May 2, 2020, 436 vest on May 2, 2021, 437 vest on May 2, 2022 and 437 vest on May 2, 2023.

4. Of the stock appreciation rights subject to this SAR, 393 vest on April 30, 2021, 393 vest on April 30, 2022, 393 vest on April 30, 2023 and 394 vest on April 30, 2024.

Remarks:

	/s/ Cristen Kogl, Attorney-In-Fact	05/08/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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