SEC Form 4 · accession 0001127602-18-010338
Medtronic plc · MDT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Carol A Surface
Officer — SVP, Chief HR Officer
Period of report
Mar 2, 2018
Accepted (ET)
Mar 6, 2018 · 4:09 pm EST
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 | Mar 2, 2018 | S | 12,000 | $78.00 | D | 42,010 | D | |
| Ordinary SharesF2 | Mar 5, 2018 | S | 12,479 | $78.36 | D | 29,531 | D | |
| Ordinary Shares | Mar 5, 2018 | M | 24,719 | $57.65 | A | 54,250 | D | |
| Ordinary Shares | Mar 5, 2018 | M | 22,706 | $62.76 | A | 76,956 | D | |
| Ordinary Shares | Mar 5, 2018 | M | 1,195 | $62.76 | A | 78,151 | D | |
| Ordinary Shares | Mar 5, 2018 | F | 40,338 | $79.74 | D | 37,813 | D | |
| Ordinary Shares | holding | — | — | — | 1,092 | I | 401(k) |
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 | $57.65 | Mar 5, 2018 | M | 24,719 | D | — | Oct 28, 2023 | Ordinary Shares | 24,719 | 8,239 | D |
| Stock Option (Right to Buy)F4,F5 | $62.76 | Mar 5, 2018 | M | 22,706 | D | — | Jul 28, 2024 | Ordinary Shares | 22,706 | 7,569 | D |
| Stock Option (Right to Buy)F4,F5 | $62.76 | Mar 5, 2018 | M | 1,195 | D | — | Jul 28, 2024 | Ordinary Shares | 1,195 | 6,374 | D |
Explanation of responses
- F1This balance increased by 140 shares due to exempt transactions such as dividend reinvestment.
- F2The price is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.340 to $78.440, 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.
- F3This option to purchase 32,958 New Medtronic ordinary shares for $57.65 per share, which was partially vested at the effective time of the Merger, was received in the Merger and represents the conversion of 32,958 Medtronic common stock shares for $57.65 per share. This New Medtronic stock option has the same terms and conditions as the original Medtronic stock option.
- F4This option to purchase 1,594 New Medtronic ordinary shares for $62.76 per share, which was unvested at the effective time of the Merger, was received in the Merger and represents the conversion of 1,594 Medtronic common stock shares for $62.76 per share. This New Medtronic stock option has the same terms and conditions as the original Medtronic stock option.
- F5This option to purchase 30,275 New Medtronic ordinary shares for $62.76 per share, which was unvested at the effective time of the Merger, was received in the Merger and represents the conversion of 30,275 Medtronic common stock shares for $62.76 per share. This New Medtronic stock option has the same terms and conditions as the original Medtronic stock option.