Sec Form 4 Filing - Kuntz Richard @ Medtronic plc - 2019-12-24

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 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 Kuntz Richard 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) SVP & Chief Medical & Science (Last) (First) (Middle) 710 MEDTRONIC PKWY MS LC300 3. Date of Earliest Transaction (MM/DD/YY) 12/24/2019 (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 12/24/2019 S 5,067 D $ 113.64 74,032 ( 1 ) D Ordinary Shares 12/24/2019 S 3,019 D $ 113.63 71,013 ( 1 ) D Ordinary Shares 12/24/2019 M 2,404 A $ 41.6 73,417 ( 1 ) D Ordinary Shares 12/24/2019 S 2,404 D $ 113.6 71,013 ( 1 ) D Ordinary Shares 12/24/2019 M 1,808 A $ 55.32 72,821 ( 1 ) D Ordinary Shares 12/24/2019 S 1,808 D $ 113.66 71,013 ( 1 ) D Ordinary Shares 12/24/2019 M 38,558 A $ 55.32 109,571 ( 1 ) D Ordinary Shares 12/24/2019 S 38,558 D $ 113.56 ( 2 ) 71,013 ( 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) $ 41.6 12/24/2019 M 2,404 ( 3 ) 10/29/2022 Ordinary Shares 2,404 $ 0 0 D Stock Option (Right to Buy) $ 55.32 12/24/2019 M 1,808 ( 4 ) 07/29/2023 Ordinary Shares 1,808 $ 0 0 D Stock Option (Right to Buy) $ 55.32 12/24/2019 M 38,558 ( 5 ) 07/29/2023 Ordinary Shares 38,558 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Kuntz Richard 710 MEDTRONIC PKWY MS LC300 MINNEAPOLIS, MN55432 SVP & Chief Medical & Science Signatures /s/ Perry F. Sekus, attorney-in-fact 12/26/2019 Signature of Reporting Person Date

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.

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).

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