Item 15. Exhibits and Financial Statement Schedules

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Item 15. Exhibits and Financial Statement Schedules

Index to Consolidated Financial Statements

PAGE
Report of Independent Registered Public Accounting Firm (PCAOB ID: 42)41
Consolidated Balance Sheets as of December 31, 2021 and 202043
Consolidated Statements of Operations for the years ended December 31, 2021, 2020, and 201944
Consolidated Statements of Comprehensive Income for the years ended December 31, 2021, 2020, and 201945
Consolidated Statements of Stockholders’ Equity for the years ended December 31, 2021, 2020, and 201946
Consolidated Statements of Cash Flows for the years ended December 31, 2021, 2020, and 201947
Notes to Consolidated Financial Statements48

Index to Financial Statement Schedules

Schedules are omitted because the information is not required or because the information required is included in the

Notes to Consolidated Financial Statements.

Index to Exhibits

Incorporated by Reference
Exhibit NumberExhibit DescriptionFormExhibit NumberFiling Date or Period End DateFiled or Furnished Within
3.1(i)Restated Certificate of Incorporation of the Company.8-K3.1(i)August 6, 2012
3.1(ii)Amended and Restated By-laws of Zebra Technologies Corporation, as amended as of August 6, 20218-K3.1August 10, 2021
4.1Specimen stock certificate representing Class A Common Stock.10-K4.1December 31, 2017
4.2Description of Securities Registered Under Section 12 of the Securities Exchange Act10-K4.2December 31, 2019
10.1Employee Agreement between Nathan Winters and the Company Dated January 11, 2021. +10-K10.1December 31, 2020
10.2Form of indemnification agreement between Zebra Technologies Corporation and each director and executive officer.10-K10.6December 31, 2016
10.32011 Long-Term Incentive Plan (Amended and Restated as of May 15, 2014). +10-Q10.1June 28, 2014
10.42015 Long-Term Incentive Plan. +10-K10.11December 31, 2017
10.52018 Long-Term Incentive Plan. +S-84.1June 1, 2018
10.62005 Executive Deferred Compensation Plan, as amended and restated as of January 1, 2022. +X
10.7Amended and Restated Employment Agreement between Zebra Technologies Corporation and Anders Gustafsson dated as of May 6, 2010. +10-Q10.10April 3, 2010
10.8Letter Agreement between Zebra Technologies Corporation and Anders Gustafsson dated as of May 6, 2010. +10-Q10.11April 3, 2010
10.9Form of 2012 time-vested stock appreciation rights agreement for employees other than CEO. +10-Q10.1June 30, 2012
10.10Form of 2013-16 time-vested stock appreciation rights agreement for employees other than CEO. +10-Q10.1March 30, 2013
10.11Form of 2017 time-vested stock appreciation rights agreement for employees other than CEO. +10-Q10.1April 1, 2017
10.12Form of 2018 stock appreciation rights agreement for employees other than the CEO. +10-Q10.2June 30, 2018
10.13Form of 2019 stock appreciation rights agreement for employees other than the CEO. +10-Q10.2June 29, 2019
10.14Form of 2020 stock appreciation rights agreement for employees other than the CEO. +10-Q10.2June 27, 2020
10.15Form of 2021 stock settled stock appreciation rights agreement for employees other than the CEO. +10-Q10.3July 3, 2021
10.16Form of 2013-16 time-vested stock appreciation rights agreement for CEO. +10-Q10.4March 30, 2013
10.17Form of 2017 time-vested stock appreciation rights agreement for CEO. +10-Q10.2April 1, 2017
10.18Form of 2018 stock appreciation rights agreement for CEO. +10-Q10.5June 30, 2018
10.19Form of 2019 stock appreciation rights agreement for CEO. +10-Q10.5June 29, 2019
10.20Form of 2020 stock appreciation rights agreement for CEO. +10-Q10.5June 27, 2020
10.21Form of 2012 time-vested stock appreciation rights agreement for non-employee directors. +10-Q10.7June 30, 2012
10.22Form of 2019 time-vested restricted stock agreement for employees other than the CEO. +10-Q10.3June 29, 2019
10.23Form of 2020 time-vested restricted stock agreement for employees other than the CEO. +10-Q10.3June 27, 2020
10.24Form of 2021 time-restricted stock unit agreement for employees other than the CEO. +10-Q10.2July 3, 2021
10.25Form of 2019 performance-vested restricted stock agreement for employees other than CEO. +10-Q10.1June 29, 2019
10.26Form of 2020 performance-vested restricted stock agreement for employees other than CEO. +10-Q10.1June 27, 2020
10.27Form of 2021 performance-vested restricted stock unit agreement for employees other than the CEO. +10-Q10.1July 3, 2021
10.28Form of 2019 time-vested restricted stock agreement for CEO. +10-Q10.6June 29, 2019
10.29Form of 2020 time-vested restricted stock agreement for CEO. +10-Q10.6June 27, 2020
10.30Form of 2021 time-vested restricted stock agreement for CEO. +10-Q10.5July 3, 2021
10.31Form of 2019 performance-vested restricted stock agreement for CEO. +10-Q10.4June 29, 2019
10.32Form of 2020 performance-vested restricted stock agreement for CEO. +10-Q10.4June 27, 2020
10.33Form of 2021 performance-vested restricted stock agreement for CEO. +10-Q10.4July 3, 2021
10.34Amended and Restated Credit Agreement, dated July 26, 2017 (originally dated as of October 27, 2014), by and among Zebra, the lenders and issuing banks party thereto, JPMorgan Chase Bank, N.A., and Morgan Stanley Senior Funding, Inc.10-Q10.1July 1, 2017
10.35Amendment No. 1, dated May 31, 2018, to the Amended and Restated Credit Agreement of July 26, 2017 (originally dated as of October 27, 2014), by and among Zebra, the lenders and issuing banks party thereto, JPMorgan Chase Bank, N.A., and Morgan Stanley Senior Funding, Inc.10-Q10.7June 30, 2018
10.36Amendment No. 2, dated August 9, 2019, to the Amended and Restated Credit Agreement of July 26, 2017 (originally dated as of October 27, 2014 and amended by Amendment No. 1 dated May 31, 2018), by and among, Zebra, the lenders party thereto, JPMorgan Chase Bank, N.A.10-Q10.1September 28, 2019
10.37Conformed Amended and Restated Credit Agreement, dated July 26, 2017 (originally dated as of October 27, 2014 and amended by Amendment No. 1 dated May 31, 2018 and Amendment No. 2 dated August 9, 2019), by and among Zebra, the lenders party thereto, JPMorgan Chase Bank, N.A.10-Q10.2September 28, 2019
10.38364-Day Credit Agreement dated September 1, 2020, by and among, Zebra, the lenders party thereto, and JPMorgan Chase Bank, N.A.10-Q10September 26, 2020
10.39Office Lease dated November 14, 2013 between Griffin Capital Corporation (as assignee from Northwestern Mutual Life Insurance Company) and Zebra Technologies Corporation.10-K10.34December 31, 2017
10.40First Amendment to Lease dated June 6, 2014 between Griffin Capital Corporation (as assignee from Northwestern Mutual Life Insurance Company) and Zebra Technologies Corporation.10-K10.35December 31, 2017
10.41Receivables Purchase Agreement dated as of December 1, 2017 among Zebra Technologies International, LLC, as the Originator, and Zebra Technologies RSC, LLC, as Buyer.10-K10.36December 31, 2017
10.42Receivables Financing Agreement, dated as of December 1, 2017, by and among Zebra Technologies RSC, LLC, the lenders from time to time party thereto, PNC Bank, National Association, Zebra Technologies, LLC, and PNC Capital Markets, LLC.10-K10.37December 31, 2017
10.43Second Amendment to Receivables Financing Agreement, dated as of March 19, 2021 by and among Zebra Technologies RSC, LLC, the lenders from time to time party thereto, PNC Bank, National Association, Zebra Technologies, LLC, and PNC Capital Markets, LLC10-Q10April 3, 2021
10.44Master Accounts Receivable Purchase Agreement dated December 19, 2018 among Zebra Technologies Europe Limited, Zebra Technologies Corporation, and MUFG Bank, Ltd.10-K10.43December 31, 2018
10.45Master Framework Agreement dated April 29, 2020 among Zebra Technologies Europe Limited, Zebra Technologies Asia Pacific PTE.LTD., Zebra Technologies Corporation, Ester Finance Titrisation, Credit Agricole Corporate & Investment Bank and Credit Agricole Leasing & Factoring10-Q10.7June 27, 2020
10.46First Deed of Amendment relating to the Master Framework Agreement dated April 29, 2020 among Zebra Technologies Europe Limited, Zebra Technologies Asia Pacific PTE.LTD., Zebra Technologies Corporation, Ester Finance Titrisation, Credit Agricole Corporate & Investment Bank and Credit Agricole Leasing & Factoring10-K10.50December 31, 2020
10.47English Receivables Purchase Agreement dated April 29, 2020 Zebra Technologies Europe Limited, Zebra Technologies Corporation, Credit Agricole Corporate & Investment Bank, Credit Agricole Leasing & Factoring, and Ester Finance Titrisation10-Q10.8June 27, 2020
10.48Singapore Receivables Purchase Agreement dated April 29, 2020 Zebra Technologies Asia Pacific PTE.LTD., Zebra Technologies Corporation, Credit Agricole Corporate & Investment Bank, Credit Agricole Leasing & Factoring, and Ester Finance Titrisation10-Q10.9June 27, 2020
21.1Subsidiaries of the Company.X
23.1Consent of Ernst & Young LLP, independent registered public accounting firm.X
31.1Rule 13a-14(a)/15d-14(a) Certification of Principal Executive Officer.X
31.2Rule 13a-14(a)/15d-14(a) Certification of Principal Financial Officer.X
32.1Certification of Principal Executive Officer Pursuant to 18 U.S.C Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.X
32.2Certification of Principal Financial Officer Pursuant to 18 U.S.C Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.X
101The following financial information from Zebra Technologies Corporation Annual Report on Form 10-K, for the year ended December 31, 2021, formatted in Inline XBRL: (i) the Consolidated Balance Sheets; (ii) the Consolidated Statements of Operations; (iii) the Consolidated Statements of Comprehensive Income; (iv) the Consolidated Statements of Stockholders’ Equity; (v) the Consolidated Statements of Cash Flows; and (vi) Notes to Consolidated Financial Statements. The instance document does not appear in the interactive data file because Inline XBRL tags are embedded in the iXBRL document.
104The cover page from the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, formatted in Inline XBRL (included in Exhibit 101).

+ Management contract or compensatory plan or arrangement required to be filed as an exhibit to this Annual Report on Form 10-K.

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