Sec Form 3 Filing - Marinaro Michael @ Medtronic plc - 2023-06-26

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Marinaro Michael
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 & President, Surgical OU
(Last) (First) (Middle)
710 MEDTRONIC PARKWAY
3. Date of Earliest Transaction (MM/DD/YY)
06/26/2023
(Street)
MINNEAPOLIS, MN55432
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 22,898 ( 1 ) 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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) $ 74.84 01/27/2016 01/27/2025 Ordinary Shares 2,345 D
Stock Option (Right to Buy) $ 78 08/03/2016 08/03/2025 Ordinary Shares 3,126 D
Stock Option (Right to Buy) $ 88.06 08/01/2017 08/01/2026 Ordinary Shares 5,736 D
Stock Option (Right to Buy) $ 83.74 05/01/2018 05/01/2027 Ordinary Shares 4,777 D
Stock Option (Right to Buy) $ 83.97 07/31/2018 07/31/2027 Ordinary Shares 4,407 D
Stock Option (Right to Buy) $ 89.08 07/30/2019 07/30/2028 Ordinary Shares 6,271 D
Stock Option (Right to Buy) $ 89.45 10/29/2019 10/29/2028 Ordinary Shares 7,399 D
Stock Option (Right to Buy) $ 103.26 07/29/2020 07/29/2029 Ordinary Shares 22,967 D
Stock Option (Right to Buy) $ 97.33 08/03/2021 08/03/2030 Ordinary Shares 42,192 D
Stock Option (Right to Buy) $ 131.26 08/02/2022 08/02/2031 Ordinary Shares 15,406 D
Stock Option (Right to Buy) $ 93.08 08/01/2023 08/01/2032 Ordinary Shares 26,890 D
Performance Share Unit ( 4 ) ( 2 ) ( 2 ) Performance Share Units 4,831 ( 3 ) D
Performance Share Unit ( 4 ) ( 5 ) ( 5 ) Performance Share Units 4,191 ( 6 ) D
Performance Share Unit ( 4 ) ( 7 ) ( 7 ) Performance Share Units 8,058 ( 8 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Marinaro Michael
710 MEDTRONIC PARKWAY
MINNEAPOLIS, MN55432
EVP & President, Surgical OU
Signatures
/s/ Martha Ha, attorney-in-fact 07/06/2023
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 2,312 restricted stock units that vest on August 3, 2023; 1,761 restricted stock units that vest on August 2, 2024; 3,198 restricted stock units that vest on March 3, 2025; 3,305 restricted stock units that vest on August 1, 2025; and 8,047 restricted stock units that vest on August 20, 2026.
( 2 )The performance share units vest on August 3, 2023.
( 3 )The number of shares to be issued in connection with the performance share units (PSUs) will vary depending on the level of certain performance metrics achieved over a three (3) year performance period. If target performance metrics are achieved, 4,831 shares will be issued. If minimum performance metrics are not met, such PSUs may vest at 0 shares.
( 4 )Each performance share unit represents a contingent right to receive one share of Medtronic common stock.
( 5 )The performance share units vest on August 2, 2024.
( 6 )The number of shares to be issued in connection with the performance share units (PSUs) will vary depending on the level of certain performance metrics achieved over a three (3) year performance period. If target performance metrics are achieved, 4,191 shares will be issued. If minimum performance metrics are not met, such PSUs may vest at 0 shares.
( 7 )The performance share units vest on August 1, 2025.
( 8 )The number of shares to be issued in connection with the performance share units (PSUs) will vary depending on the level of certain performance metrics achieved over a three (3) year performance period. If target performance metrics are achieved, 8,058 shares will be issued. If minimum performance metrics are not met, such PSUs may vest at 0 shares.

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