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Medtronic (NYSE: MDT) HR chief converts performance share units to stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Medtronic plc senior officer Walter Matthew R., SVP and Chief HR Officer, increased his direct equity stake through performance-based awards. On May 26, 2026, he acquired 9,149 ordinary shares via the exercise or settlement of awards and held 41,529 ordinary shares afterward.

The filing also shows the exercise of 8,449 Performance Share Units, each representing a contingent right to one Medtronic share. These units were originally granted on July 31, 2023, vested on April 24, 2026, and were settled based on performance certified on May 26, 2026. No open-market purchases or sales were reported; this reflects compensation vesting rather than trading.

Positive

  • None.

Negative

  • None.
Insider Walter Matthew R.
Role SVP, Chief HR Officer
Type Security Shares Price Value
Exercise Performance Share Unit 8,449 $0.00 $0.00
Exercise Ordinary Shares 9,149 $0.00 $0.00
Holdings After Transaction: Performance Share Unit — 0 shares (Direct); Ordinary Shares — 41,529 shares (Direct)
Footnotes (3)
  1. F1. Represents shares issued upon the settlement of performance-vesting share units granted on July 31, 2023, based on performance as certified on May 26, 2026.
  2. F2. Each performance share unit represents a contingent right to receive one share of Medtronic common stock.
  3. F3. The performance share units vested on April 24, 2026.
Ordinary shares acquired 9,149 shares Exercise or settlement on May 26, 2026
Performance share units exercised 8,449 units Derivative exercise on May 26, 2026
Shares owned after transaction 41,529 shares Direct holdings following May 26, 2026 activity
PSU grant date July 31, 2023 Original grant of performance-vesting share units
PSU vesting date April 24, 2026 Performance share units became vested
Performance certification date May 26, 2026 Performance certified for PSU settlement
Performance Share Unit financial
"The filing also shows the exercise of 8,449 Performance Share Units"
A performance share unit (PSU) is a form of executive or employee pay that promises shares (or the cash value of shares) only if the company meets specific performance targets over a set period. Think of it like a bonus cheque that only arrives if the company hits agreed goals — it aligns managers’ rewards with business results and signals to investors how leadership is being incentivized to grow value over time.
contingent right financial
"Each performance share unit represents a contingent right to receive one share"
performance-vesting share units financial
"shares issued upon the settlement of performance-vesting share units granted on July 31, 2023"

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

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transaction did Medtronic (MDT) report for Walter Matthew R.?
Medtronic reported that SVP and Chief HR Officer Walter Matthew R. acquired ordinary shares through performance-based awards. He exercised or settled equity grants on May 26, 2026, increasing his direct holdings as part of his compensation rather than via open-market trading.

How many Medtronic shares does Walter Matthew R. hold after this Form 4?
After the May 26, 2026 transactions, Walter Matthew R. directly holds 41,529 Medtronic ordinary shares. This balance reflects the new shares issued from performance-based awards and provides context for the scale of his equity exposure as a senior executive.

What are the details of the performance share units in Medtronic’s Form 4 for MDT?
The Form 4 shows 8,449 Performance Share Units exercised, each representing a contingent right to one Medtronic share. These units were granted on July 31, 2023, vested on April 24, 2026, and were settled after performance was certified on May 26, 2026.

Did the Medtronic (MDT) insider Form 4 involve any open-market stock sales or purchases?
The Form 4 does not report any open-market purchases or sales. The transactions are coded as exercises or conversions of derivative securities, indicating compensation-related vesting and settlement of performance-based share units rather than discretionary trading in Medtronic stock.

What does a Performance Share Unit mean in Medtronic’s insider filing for MDT?
In this filing, each Performance Share Unit represents a contingent right to receive one Medtronic common share. The units convert into shares only after vesting and performance certification, aligning executive rewards with specified performance outcomes before shares are delivered.

When did the Medtronic (MDT) performance share units vest and get certified for Walter Matthew R.?
The performance share units vested on April 24, 2026, and performance was certified on May 26, 2026. These dates mark when the units became earned and when the company confirmed performance, enabling settlement into Medtronic ordinary shares for the executive.
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)
05/26/2026		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 Shares05/26/2026M9,149(1)A$041,529D
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 Unit(2)05/26/2026M8,449 (3) (3)Ordinary Shares8,449$00D
Explanation of Responses:
1. Represents shares issued upon the settlement of performance-vesting share units granted on July 31, 2023, based on performance as certified on May 26, 2026.
2. Each performance share unit represents a contingent right to receive one share of Medtronic common stock.
3. The performance share units vested on April 24, 2026.
Remarks:
/s/ Patricia Walesiewicz, attorney-in-fact05/28/2026
** 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)

Source: View Original Filing on SEC EDGAR