Medtronic (MDT) CFO withholds 2,976 shares to cover RSU tax bill

Rhea-AI Filing Summary

Medtronic plc executive vice president and chief financial officer Thierry Pieton reported a tax-related share disposition tied to equity compensation. On the transaction date, 2,976 ordinary shares were withheld at a price of $96.71 per share to cover taxes upon the vesting of previously granted restricted stock units. After this withholding, Pieton directly held 37,574 Medtronic ordinary shares, which total includes 592 shares acquired through dividend reinvestment since his prior report.

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).

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^*

Pieton Thierry

(Last) (First) (Middle)

710 MEDTRONIC PARKWAY

(Street)

MINNEAPOLIS MN 55432

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Medtronic plc [ MDT ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP & Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026

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
Ordinary Shares	03/03/2026		F		2,976(1)	D	$96.71	37,574(2)	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

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 592 shares acquired through dividend reinvestment since the last report filed by the reporting person.

Remarks:

	/s/ Patricia Walesiewicz, attorney-in-fact	03/05/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did Medtronic (MDT) CFO Thierry Pieton report?

Medtronic CFO Thierry Pieton reported a tax-withholding share disposition. The company withheld 2,976 ordinary shares to cover taxes upon vesting of restricted stock units, a routine administrative event tied to his equity compensation.

How many Medtronic (MDT) shares were withheld for Thierry Pieton’s taxes?

A total of 2,976 Medtronic ordinary shares were withheld for Thierry Pieton’s tax obligations. The shares were valued at $96.71 each, reflecting payment of taxes when his previously granted restricted stock units vested.

What is Thierry Pieton’s Medtronic (MDT) shareholding after the tax withholding?

After the tax withholding transaction, Thierry Pieton directly holds 37,574 Medtronic ordinary shares. This figure includes 592 shares that were acquired through dividend reinvestment since his prior ownership report as an executive officer.

Was Thierry Pieton’s Medtronic (MDT) Form 4 transaction an open-market sale?

The Form 4 transaction was not an open-market sale. It involved 2,976 shares withheld by Medtronic to pay taxes upon restricted stock units vesting, categorized as a tax-withholding disposition rather than a discretionary share sale.

How were dividend reinvestments reflected in Thierry Pieton’s Medtronic (MDT) holdings?

Thierry Pieton’s reported holdings include 592 Medtronic shares obtained through dividend reinvestment. These reinvested dividends increased his direct ownership and are part of the 37,574 ordinary shares reported following the tax-withholding transaction.