SEC Form 4 · accession 0001127602-16-062825
Medtronic plc · MDT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kendall J Powell
Director
Period of report
Sep 15, 2016
Accepted (ET)
Sep 19, 2016 · 5:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001613103
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary SharesF1 | Sep 15, 2016 | M | 2,977 | $51.61 | A | 27,198 | D | |
| Ordinary Shares | Sep 15, 2016 | M | 1,010 | $52.84 | A | 28,208 | D | |
| Ordinary Shares | Sep 15, 2016 | M | 1,590 | $50.34 | A | 29,798 | D | |
| Ordinary Shares | Sep 15, 2016 | M | 2,671 | $29.96 | A | 32,469 | D | |
| Ordinary Shares | Sep 15, 2016 | M | 1,813 | $44.13 | A | 34,282 | D | |
| Ordinary SharesF2 | Sep 15, 2016 | S | 7,907 | $85.445 | D | 26,375 | D | |
| Ordinary Shares | holding | — | — | — | 3,000 | I | By Spouse Revocable Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F3,F4 | $51.61 | Sep 15, 2016 | M | 2,977 | D | — | Jun 22, 2017 | Ordinary Shares | 2,977 | 0 | D |
| Stock Option (Right to Buy)F5 | $52.84 | Sep 15, 2016 | M | 1,010 | D | — | Sep 1, 2017 | Ordinary Shares | 1,010 | 0 | D |
| Stock Option (Right to Buy)F6 | $50.34 | Sep 15, 2016 | M | 1,590 | D | — | Apr 28, 2018 | Ordinary Shares | 1,590 | 0 | D |
| Stock Option (Right to Buy)F7 | $29.96 | Sep 15, 2016 | M | 2,671 | D | — | Apr 27, 2019 | Ordinary Shares | 2,671 | 0 | D |
| Stock Option (Right to Buy)F8 | $44.13 | Sep 15, 2016 | M | 1,813 | D | — | May 3, 2020 | Ordinary Shares | 1,813 | 0 | D |
Explanation of responses
- F1This balance increased by 110 shares due to exempt transactions such as dividend reinvestment.
- F2The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.433 to $85.453, 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 range set forth in this footnote.
- F3This option to purchase 2,713 New Medtronic ordinary shares for $51.61 per share, which was fully vested at the effective time of the Merger, was received in the Merger and represents the conversion of 2,713 Medtronic common stock shares for $51.61 per share. This New Medtronic stock option has the same terms and conditions as the original Medtronic stock option.
- F4This option to purchase 264 New Medtronic ordinary shares for $51.61 per share, which was fully vested at the effective time of the Merger, was received in the Merger and represents the conversion of 264 Medtronic common stock shares for $51.61 per share. This New Medtronic stock option has the same terms and conditions as the original Medtronic stock option.
- F5This option to purchase 1,010 New Medtronic ordinary shares for $52.84 per share, which was fully vested at the effective time of the Merger, was received in the Merger and represents the conversion of 1,010 Medtronic common stock shares for $52.84 per share. This New Medtronic stock option has the same terms and conditions as the original Medtronic stock option.
- F6This option to purchase 1,590 New Medtronic ordinary shares for $50.34 per share, which was fully vested at the effective time of the Merger, was received in the Merger and represents the conversion of 1,590 Medtronic common stock shares for $50.34 per share. This New Medtronic stock option has the same terms and conditions as the original Medtronic stock option.
- F7This option to purchase 2,671 New Medtronic ordinary shares for $29.96 per share, which was fully vested at the effective time of the Merger, was received in the Merger and represents the conversion of 2,671 Medtronic common stock shares for $29.96 per share. This New Medtronic stock option has the same terms and conditions as the original Medtronic stock option.
- F8This option to purchase 1,813 New Medtronic ordinary shares for $44.13 per share, which was fully vested at the effective time of the Merger, was received in the Merger and represents the conversion of 1,813 Medtronic common stock shares for $44.13 per share. This New Medtronic stock option has the same terms and conditions as the original Medtronic stock option.