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MiniMed Group (MMED) CEO receives converted RSU grants post-separation

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

Rhea-AI Filing Summary

MiniMed Group, Inc. reported that Chief Executive Officer Dallara Que received multiple equity awards in the form of MiniMed common stock–denominated restricted stock units on March 11, 2026. These awards were granted at a price of $0.00 per share as compensation, not through open-market purchases.

The footnotes explain that existing Medtronic restricted stock units and performance share units held by Que were converted into MiniMed RSUs in connection with MiniMed’s separation from Medtronic plc, under an Employee Matters Agreement. The converted RSUs were issued under the 2026 MiniMed Group, Inc. Long Term Incentive Plan and vest on various dates between July 31, 2026 and April 28, 2028, with one grant vesting in two installments on March 10, 2026 and March 10, 2027.

Positive

  • None.

Negative

  • None.
Insider Dallara Que
Role Chief Executive Officer
Type Security Shares Price Value
Grant/Award Common Stock 281,937 $0.00 --
Grant/Award Common Stock 127,609 $0.00 --
Grant/Award Common Stock 57,239 $0.00 --
Grant/Award Common Stock 80,842 $0.00 --
Grant/Award Common Stock 51,044 $0.00 --
Grant/Award Common Stock 22,892 $0.00 --
Holdings After Transaction: Common Stock — 281,937 shares (Direct)
Footnotes (1)
  1. In connection with MMED's separation from Medtronic plc ("Medtronic") effective March 9, 2026 (the "Separation"), as further described in MMED's current report on Form 8-K filed on March 9, 2026, certain restricted stock units and performance share units granted by Medtronic held by the Reporting Person (the "Medtronic Awards") were converted into time-vesting restricted stock units denominated in shares of MMED's common stock ("MMED RSUs") pursuant to the terms of the Employee Matters Agreement, dated as of March 1, 2026, by and between Medtronic Group Holding, Inc. and Kangaroo US HoldCo 2, Inc. (the "EMA"). Pursuant to the terms of the EMA, the Medtronic Awards were converted into MMED RSUs based, in part, on (i) the average closing trading price of a Medtronic ordinary share for the last three consecutive trading days ending on March 6, 2026 and (ii) the average closing trading price of a share of MMED common stock for three consecutive trading days starting with and including March 9, 2026 (the "Equity Award Conversion"). Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the 2026 MiniMed Group, Inc. Long Term Incentive Plan (the "LTIP") and vest on April 30, 2027. Includes shares to be issued in connection with the vesting of one or more restricted stock units. Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the LTIP and vest on April 28, 2028. Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the LTIP and vest on July 31, 2026. Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the LTIP and vest on July 29, 2027. Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the LTIP and vest on July 28, 2028. Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the LTIP and vest in two equal installments on March 10, 2026 and March 10, 2027.
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
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*
Dallara Que

(Last) (First) (Middle)
C/O 18000 DEVONSHIRE STREET

(Street)
NORTHRIDGE CA 91325

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MiniMed Group, Inc. [ MMED ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026
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
Common Stock 03/11/2026(1)(2) A 281,937(3) A (3) 281,937(4) D
Common Stock 03/11/2026(1)(2) A 127,609(5) A (5) 127,609(4) D
Common Stock 03/11/2026(1)(2) A 57,239(6) A (6) 57,239(4) D
Common Stock 03/11/2026(1)(2) A 80,842(7) A (7) 80,842(4) D
Common Stock 03/11/2026(1)(2) A 51,044(8) A (8) 51,044(4) D
Common Stock 03/11/2026(1)(2) A 22,892(9) A (9) 22,892(4) 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. In connection with MMED's separation from Medtronic plc ("Medtronic") effective March 9, 2026 (the "Separation"), as further described in MMED's current report on Form 8-K filed on March 9, 2026, certain restricted stock units and performance share units granted by Medtronic held by the Reporting Person (the "Medtronic Awards") were converted into time-vesting restricted stock units denominated in shares of MMED's common stock ("MMED RSUs") pursuant to the terms of the Employee Matters Agreement, dated as of March 1, 2026, by and between Medtronic Group Holding, Inc. and Kangaroo US HoldCo 2, Inc. (the "EMA").
2. Pursuant to the terms of the EMA, the Medtronic Awards were converted into MMED RSUs based, in part, on (i) the average closing trading price of a Medtronic ordinary share for the last three consecutive trading days ending on March 6, 2026 and (ii) the average closing trading price of a share of MMED common stock for three consecutive trading days starting with and including March 9, 2026 (the "Equity Award Conversion").
3. Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the 2026 MiniMed Group, Inc. Long Term Incentive Plan (the "LTIP") and vest on April 30, 2027.
4. Includes shares to be issued in connection with the vesting of one or more restricted stock units.
5. Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the LTIP and vest on April 28, 2028.
6. Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the LTIP and vest on July 31, 2026.
7. Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the LTIP and vest on July 29, 2027.
8. Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the LTIP and vest on July 28, 2028.
9. Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the LTIP and vest in two equal installments on March 10, 2026 and March 10, 2027.
Remarks:
/s/ Bryan F. Kelly, attorney-in-fact 03/13/2026
** 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.
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.

FAQ

What insider transaction did MiniMed Group (MMED) report for CEO Dallara Que?

MiniMed Group reported that CEO Dallara Que received several grants of MiniMed common stock–denominated restricted stock units as compensation. These were recorded as acquisitions at $0.00 per share and did not involve any open-market buying or selling of MMED stock.

How were Dallara Que’s MiniMed (MMED) RSU grants created from Medtronic awards?

The RSU grants arose from converting existing Medtronic restricted stock units and performance share units held by Dallara Que. The conversion followed terms in an Employee Matters Agreement related to MiniMed’s separation from Medtronic plc and used average trading prices of both Medtronic and MiniMed shares.

What role did the MiniMed (MMED) separation from Medtronic play in these Form 4 transactions?

MiniMed’s separation from Medtronic, effective March 9, 2026, triggered conversion of certain Medtronic equity awards into MiniMed RSUs for Dallara Que. This equity award conversion was executed under an Employee Matters Agreement and is directly tied to the corporate separation process.

Under which plan were Dallara Que’s MiniMed (MMED) RSUs granted?

The MiniMed RSUs granted to Dallara Que were issued under the 2026 MiniMed Group, Inc. Long Term Incentive Plan. This plan governs long-term equity compensation and specifies that the converted RSUs are time-vesting awards in MiniMed’s common stock.

What is the vesting schedule for Dallara Que’s MiniMed (MMED) RSUs?

The RSUs vest on multiple future dates, including July 31, 2026, April 30, 2027, July 29, 2027, April 28, 2028, and July 28, 2028. One grant vests in two equal installments on March 10, 2026 and March 10, 2027, as described in the footnotes.

Did Dallara Que buy or sell MiniMed (MMED) shares in the open market in this Form 4?

No open-market purchases or sales occurred in this Form 4. All reported transactions are acquisitions coded as equity grants or award conversions at $0.00 per share, reflecting compensation-related RSUs rather than discretionary trading in MiniMed common stock.
MINIMED GROUP INC

NASDAQ:MMED

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