SEC Form 4
Washington, D.C. 20549


Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Lerman Bradley E

(Last) (First) (Middle)


(City) (State) (Zip)
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 General Counsel & Corp Sec
3. Date of Earliest Transaction (Month/Day/Year)
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 S(1) 4,000 D $131.52 48,194(2) D
Ordinary Shares 08/02/2021 F 5,450 D $131.31 42,744 D
Ordinary Shares 08/02/2021 A(3) 6,019 A $0 48,763 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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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 51,423 08/02/2022(4) 08/02/2031 Ordinary Shares 51,423 $0 51,423 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 15,047(6) (7) (7) Performance Share Units 15,047 $0 15,047 D
Explanation of Responses:
1. This transaction was effected pursuant to a Rule 10b5-1 trading plan.
2. This balance increased by 651 shares due to exempt transactions such as dividend reinvestment and employee stock purchase plan.
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, 15,047 shares will be issued. The actual number of shares to be issued could range from a low of 3,010 at minimum performance to a high of 30,094 shares at maximum performance. If minimum performance metrics are not met, such PSUs may vest at 0 shares.
7. Vests on August 2, 2024.
/s/ Thomas L. Osteraas, attorney-in-fact 08/04/2021
** Signature of Reporting Person Date
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.