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Medtronic plc (NYSE: MDT) grants PSUs, options and RSUs to HR chief

(Moderate)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Medtronic plc reported insider equity activity by SVP, Chief HR Officer Walter Matthew R. On 2026-08-03 he received 5,769 restricted stock units that vest 100% on the third anniversary of grant, 14,421 performance share units that can settle for between 0 and 34,610 shares based on performance metrics over a three-year period with conditions measured through April 27, 2029, and stock options on 40,973 ordinary shares at 86.6800 per share expiring 2036-08-03, which become exercisable 25% per year beginning one year after grant. On 2026-07-31, 1,675 ordinary shares were withheld at 85.3900 per share to satisfy tax obligations upon vesting of previously reported restricted stock units.

Positive

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Insider Walter Matthew R.
Role SVP, Chief HR Officer
Type Security Shares Price Value
Grant/Award Performance Share Units F4, F5, F6 14,421 $0.00 $0.00
Grant/Award Stock Option (Right to Buy) F7 40,973 $0.00 $0.00
Grant/Award Ordinary Shares F3 5,769 $0.00 $0.00
Tax Withholding Ordinary Shares F1, F2 1,675 $85.39 $143K
Holdings After Transaction: Performance Share Units — 14,421 shares (Direct); Stock Option (Right to Buy) — 40,973 shares (Direct); Ordinary Shares — 39,928 shares (Direct)
Footnotes (7)
  1. F1. Represents shares withheld for payment of taxes upon the vesting of restricted stock units previously reported on Table I.
  2. F2. Includes 140 shares acquired through dividend reinvestment since the last report filed by the reporting person.
  3. F3. Represents restricted stock units that vest 100% on the third anniversary of the date of grant.
  4. F4. Each performance share unit represents a contingent right to receive one share of Medtronic common stock.
  5. F5. Represents performance share units for which certain performance conditions will have been satisfied on April 27, 2029.
  6. F6. The number of shares to be issued in connection with the performance share units ("PSUs") will vary depending on the level of certain performance metrics achieved over a three (3) year performance period. If target performance metrics are achieved, 14,421 shares will be issued. If maximum performance metrics are achieved, 34,610 shares will be issued. If minimum performance metrics are not met, such PSUs may vest at 0 shares.
  7. F7. These options become exercisable at the rate of 25% of the shares granted per year beginning on the first anniversary of grant.
Performance share units granted 14,421 units Performance share units granted on 2026-08-03, each representing a contingent right to one share
Maximum PSU payout 34,610 shares Maximum shares issuable if PSU performance metrics are achieved at the maximum level
Stock options granted 40,973 shares Underlying ordinary shares for stock options granted on 2026-08-03
Option exercise price 86.6800 per share Exercise price for 40,973 stock options expiring 2036-08-03
Restricted stock units granted 5,769 units Restricted stock units vest 100% on the third anniversary of the grant date
Shares withheld for taxes 1,675 shares Ordinary shares withheld at 85.3900 per share on 2026-07-31 to pay taxes on RSU vesting
Tax withholding price 85.3900 per share Price per share used for 1,675 shares withheld for tax obligations
Performance Share Units financial
"Security title reported as Performance Share Units on 2026-08-03"
Performance share units are a type of company stock award given to employees that depend on the company meeting specific goals or targets. If these goals are achieved, the employee receives shares or the value of shares; if not, they may receive little or no compensation. This aligns employees’ interests with the company's success and encourages performance that benefits investors.
restricted stock units financial
"Represents restricted stock units that vest 100% on the third anniversary"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance metrics financial
"If target performance metrics are achieved, 14,421 shares will be issued"
Performance metrics are concrete numbers or ratios that show how well a business, product, or investment is doing—like speed, fuel use and mileage on a car’s dashboard. They measure things investors care about, such as sales growth, profitability, cash flow, customer retention or efficiency, so readers can compare progress, spot strengths or problems, and make informed decisions about buying, holding or selling shares.
dividend reinvestment financial
"Includes 140 shares acquired through dividend reinvestment since the last report"
Dividend reinvestment is when the money earned from a company's profit sharing, called dividends, is automatically used to buy more shares of that company instead of being received as cash. This process helps investors grow their holdings over time without extra effort, much like using earned interest to buy more of a savings account. It encourages long-term investment growth by continuously increasing the amount of shares owned.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What equity awards did Medtronic (MDT) grant to Walter Matthew R. on August 3, 2026?

On 2026-08-03, he received 5,769 restricted stock units, 14,421 performance share units, and stock options on 40,973 ordinary shares. These awards form part of his equity-based compensation at Medtronic.

How do the performance share units in Medtronic (MDT)'s grant to Walter Matthew R. work?

Each performance share unit represents a contingent right to one share of Medtronic common stock. Over a three-year performance period to April 27, 2029, payout can range from 0 to 34,610 shares, with 14,421 shares at target performance.

What are the terms of the stock options Medtronic (MDT) granted to Walter Matthew R.?

He was granted options on 40,973 ordinary shares with an exercise price of 86.6800 per share, expiring on 2036-08-03. These options become exercisable at 25% of the shares granted per year, starting on the first anniversary of the grant.

What are the vesting terms of the restricted stock units Medtronic (MDT) granted?

The grant includes 5,769 restricted stock units that vest 100% on the third anniversary of the grant date. No partial vesting is described, so all units vest at once after three years if conditions for service are met.

Why were 1,675 Medtronic (MDT) shares withheld from Walter Matthew R. on July 31, 2026?

On 2026-07-31, 1,675 ordinary shares were withheld at 85.3900 per share. Footnotes explain this represents shares withheld to pay taxes associated with the vesting of previously reported restricted stock units.

Are Walter Matthew R.'s Medtronic (MDT) transactions reported under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not marked as affirmed, and the footnotes do not reference any trading plan. The reported grants and tax-withholding transaction are therefore not identified as being made under a Rule 10b5-1 plan.
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Walter Matthew R.

(Last)(First)(Middle)
710 MEDTRONIC PARKWAY

(Street)
MINNEAPOLIS MINNESOTA 55432

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Medtronic plc [ MDT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SVP, Chief HR Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Ordinary Shares07/31/2026F1,675(1)D$85.3934,159(2)D
Ordinary Shares08/03/2026A5,769(3)A$039,928D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Share Units(4)08/03/2026A14,421 (5) (5)Ordinary Shares14,421(6)$014,421D
Stock Option (Right to Buy)$86.6808/03/2026A40,973 (7)08/03/2036Ordinary Shares40,973$040,973D
Explanation of Responses:
1. Represents shares withheld for payment of taxes upon the vesting of restricted stock units previously reported on Table I.
2. Includes 140 shares acquired through dividend reinvestment since the last report filed by the reporting person.
3. Represents restricted stock units that vest 100% on the third anniversary of the date of grant.
4. Each performance share unit represents a contingent right to receive one share of Medtronic common stock.
5. Represents performance share units for which certain performance conditions will have been satisfied on April 27, 2029.
6. The number of shares to be issued in connection with the performance share units ("PSUs") will vary depending on the level of certain performance metrics achieved over a three (3) year performance period. If target performance metrics are achieved, 14,421 shares will be issued. If maximum performance metrics are achieved, 34,610 shares will be issued. If minimum performance metrics are not met, such PSUs may vest at 0 shares.
7. These options become exercisable at the rate of 25% of the shares granted per year beginning on the first anniversary of grant.
Remarks:
/s/ Patricia Walesiewicz, attorney-in-fact08/04/2026
** Signature of Reporting PersonDate
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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)