Motorola said it received notice that Carl Icahn and three of his entities have filed to buy more than $2 billion, or 4.4%, of the company's common stock, potentially making the financier Motorola's second biggest institutional holder.
Icahn said in late January that he had taken a stake in Motorola and intended to seek a board seat with the aim of convincing the company to accelerate share buy-backs.
Both Icahn himself and Icahn Partners each filed to buy between $119.7 million and $500 million in Motorola stock, the No. 2 cellphone maker said in a statement.
In addition, Motorola received a notice under the Hart-Scott-Rodino antitrust act that two other Icahn entities were also each filing to buy more than $500 million worth of its shares, but less than 25% of outstanding shares. Icahn said in late January that he held about 40 million Motorola shares, roughly a 1.6% share.
If all four entities buy $500 million of stock each, they would own a combined 4.4% of Motorola's total shares outstanding, based on Wednesday's share price close and the year-end share count of 2.46 billion.
This would give Icahn control of 6% of Motorola shares, behind Barclay's Global Investors. Barclays had 6.82% of Motorola shares at the end of December according to Reuters data.
Icahn was not immediately available for comment.
Motorola spokesman Paul Alfieri would not comment beyond the statement aside from noting the Hart-Scott-Rodino notice starts a waiting period that lasts 30 days before Icahn can buy more stock.
Earlier in the day, Motorola said it was reducing its board to 11 members from 13 after two directors decided not to stand for reelection at the company's annual meeting, which will be held May 7.
Motorola has a market capitalization of $45.56 billion, based on Wednesday's closing share price of $18.52.