Sec Form 4 Filing - PARKHILL KAREN L @ Medtronic plc - 2021-08-02

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person PARKHILL KAREN L 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 & Chief Financial Officer (Last) (First) (Middle) 710 MEDTRONIC PKWY 3. Date of Earliest Transaction (MM/DD/YY) 08/02/2021 (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 08/02/2021 F 6,839 D $ 131.31 78,671 ( 1 ) ( 2 ) D Ordinary Shares 08/02/2021 A( 3 ) 7,162 A $ 0 85,833 D Ordinary Shares 843 I By Child #1 Ordinary Shares 843 I By Child #2 Ordinary Shares 843 I By Child #3

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) $ 131.26 08/02/2021 A 61,187 08/02/2022( 4 ) 08/02/2031 Ordinary Shares 61,187 $ 0 61,187 D Stock Option (Right to Buy) $ 131.26 08/02/2021 A 1,085 08/02/2022( 4 ) 08/02/2031 Ordinary Shares 1,085 $ 0 1,085 D Performance Share Units ( 5 ) 08/02/2021 A 17,904 ( 6 ) ( 7 ) ( 7 ) Performance Share Units 17,904 $ 0 17,904 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other PARKHILL KAREN L 710 MEDTRONIC PKWY MINNEAPOLIS, MN55432 EVP & Chief Financial Officer Signatures /s/ Thomas L. Osteraas, attorney-in-fact 08/04/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This amount has been adjusted to correct a mathematical error in exempt transactions such as dividend reinvestment. ( 2 )This balance increased by 198 shares due to exempt transactions such as dividend reinvestment. ( 3 )The restrictions on the award shall lapse 100% on the third anniversary of the Grant Date. ( 4 )These options become exercisable at the rate of 25% of the shares granted per year beginning on the first anniversary of grant. ( 5 )Each performance share unit represents a contingent right to receive one share of Medtronic common stock. ( 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, 17,904 shares will be issued. The actual number of shares to be issued could range from a low of 3,581 at minimum performance to a high of 35,808 shares at maximum performance. If minimum performance metrics are not met, such PSUs may vest at 0 shares. ( 7 )Vests on August 2, 2024.

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.