Statement of Changes in Beneficial Ownership (4)
December 26 2019 - 5:37PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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1. Name and Address of Reporting Person
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Kuntz Richard |
2. Issuer Name and Ticker or Trading Symbol
Medtronic plc
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MDT
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP & Chief Medical & Science |
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(Last)
(First)
(Middle)
710 MEDTRONIC PKWY MS LC300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/24/2019 |
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(Street)
MINNEAPOLIS, MN 55432
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Ordinary Shares | 12/24/2019 | | S | | 5067 | D | $113.64 | 74032 (1) | D | |
| Ordinary Shares | 12/24/2019 | | S | | 3019 | D | $113.63 | 71013 (1) | D | |
| Ordinary Shares | 12/24/2019 | | M | | 2404 | A | $41.60 | 73417 (1) | D | |
| Ordinary Shares | 12/24/2019 | | S | | 2404 | D | $113.60 | 71013 (1) | D | |
| Ordinary Shares | 12/24/2019 | | M | | 1808 | A | $55.32 | 72821 (1) | D | |
| Ordinary Shares | 12/24/2019 | | S | | 1808 | D | $113.66 | 71013 (1) | D | |
| Ordinary Shares | 12/24/2019 | | M | | 38558 | A | $55.32 | 109571 (1) | D | |
| Ordinary Shares | 12/24/2019 | | S | | 38558 | D | $113.56 (2) | 71013 (1) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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 |
| Stock Option (Right to Buy) | $41.60 | 12/24/2019 | | M | | | 2404 | (3) | 10/29/2022 | Ordinary Shares | 2404 | $0 | 0 | D | |
| Stock Option (Right to Buy) | $55.32 | 12/24/2019 | | M | | | 1808 | (4) | 7/29/2023 | Ordinary Shares | 1808 | $0 | 0 | D | |
| Stock Option (Right to Buy) | $55.32 | 12/24/2019 | | M | | | 38558 | (5) | 7/29/2023 | Ordinary Shares | 38558 | $0 | 0 | D | |
| Explanation of Responses: |
| (1) | This balance increased by 283 shares due to exempt transactions such as dividend reinvestment. |
| (2) | The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $113.48 to $113.66, inclusive. The reporting person undertakes to provide to Medtronic plc, any security holder of Medtronic plc, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes to this Form 4. |
| (3) | This option to purchase 2,404 New Medtronic ordinary shares for $41.60 per share, which was partially vested at the effective time of the Merger, was received in the Merger and represents the conversion of 2,404 Medtronic common stock shares for $41.60 per share. This New Medtronic stock option has the same terms and conditions as the original Medtronic stock option. |
| (4) | This option to purchase 1,808 New Medtronic ordinary shares for $55.32 per share, which was partially vested at the effective time of the Merger, was received in the Merger and represents the conversion of 1,808 Medtronic common stock shares for $55.32 per share. This New Medtronic stock option has the same terms and conditions as the original Medtronic stock option. |
| (5) | This option to purchase 38,558 New Medtronic ordinary shares for $55.32 per share, which was partially vested at the effective time of the Merger, was received in the Merger and represents the conversion of 38,558 Medtronic common stock shares for $55.32 per share. This New Medtronic stock option has the same terms and conditions as the original Medtronic stock option. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Kuntz Richard
710 MEDTRONIC PKWY MS LC300
MINNEAPOLIS, MN 55432 |
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| SVP & Chief Medical & Science |
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Signatures
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| /s/ Perry F. Sekus, attorney-in-fact | | 12/26/2019 |
| **Signature of Reporting Person | Date |
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