Statement of Changes in Beneficial Ownership (4)
August 26 2021 - 7:26PM
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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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
*
Martha Geoffrey |
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)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CEO |
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(Last)
(First)
(Middle)
710 MEDTRONIC PKWY MS LC300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
8/25/2021 |
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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 | 8/25/2021 | | M(1) | | 1481 | A | $55.32 | 97317 | D | |
| Ordinary Shares | 8/25/2021 | | S(1) | | 1481 | D | $132.67 | 95836 | D | |
| Ordinary Shares | 8/25/2021 | | M(1) | | 10100 | A | $62.76 | 105936 | D | |
| Ordinary Shares | 8/25/2021 | | S(1) | | 10100 | D | $132.67 | 95836 | 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) | $55.32 | 8/25/2021 | | M (1) | | | 1481 | (2)(3) | 7/29/2023 | Ordinary Shares | 1481 | $0 | 0 | D | |
| Stock Option (Right to Buy) | $62.76 | 8/25/2021 | | M (1) | | | 10100 | (4)(5) | 7/28/2024 | Ordinary Shares | 10100 | $0 | 17519 | D | |
| Explanation of Responses: |
| (1) | The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan. |
| (2) | This option to purchase 1,808 Medtronic ordinary shares for $55.32 per share, which was partially vested at the effective time of the Covidien acquisition, represents the conversion of an option to purchase 1,808 Medtronic Inc. common stock shares for $55.32 per share. This Medtronic plc stock option has the same terms and conditions as the original Medtronic Inc. stock option. |
| (3) | This option to purchase 20,481 Medtronic ordinary shares for $55.32 per share, which was partially vested at the effective time of the Covidien acquisition, represents the conversion of an option to purchase 20,481 Medtronic Inc. common stock shares for $55.32 per share. This Medtronic plc stock option has the same terms and conditions as the original Medtronic Inc. stock option. |
| (4) | This option to purchase 1,594 Medtronic ordinary shares for $62.76 per share, which was unvested at the effective time of the Covidien acquisition, represents the conversion of an option to purchase 1,594 Medtronic Inc. common stock shares for $62.76 per share. This Medtronic plc stock option has the same terms and conditions as the original Medtronic Inc. stock option. |
| (5) | This option to purchase 27,619 Medtronic ordinary shares for $62.76 per share, which was unvested at the effective time of the Covidien acquisition, represents the conversion of 27,619 Medtronic common stock shares for $62.76 per share. This Medtronic plc stock option has the same terms and conditions as the original Medtronic Inc. stock option. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Martha Geoffrey
710 MEDTRONIC PKWY MS LC300
MINNEAPOLIS, MN 55432 | X |
| CEO |
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Signatures
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| /s/ Thomas L. Osteraas, attorney-in-fact | | 8/26/2021 |
| **Signature of Reporting Person | Date |
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