0001209191-15-007220.txt : 20150128 0001209191-15-007220.hdr.sgml : 20150128 20150128201014 ACCESSION NUMBER: 0001209191-15-007220 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150126 FILED AS OF DATE: 20150128 DATE AS OF CHANGE: 20150128 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MEDTRONIC INC CENTRAL INDEX KEY: 0000064670 STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845] IRS NUMBER: 410793183 STATE OF INCORPORATION: MN FISCAL YEAR END: 0425 BUSINESS ADDRESS: STREET 1: 710 MEDTRONIC PKWY STREET 2: MS LC300 CITY: MINNEAPOLIS STATE: MN ZIP: 55432 BUSINESS PHONE: 7635144000 MAIL ADDRESS: STREET 1: 710 MEDTRONIC PKWY CITY: MINNEAPOLIS STATE: MN ZIP: 55432 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Martha Geoffrey CENTRAL INDEX KEY: 0001560409 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-07707 FILM NUMBER: 15556519 MAIL ADDRESS: STREET 1: 710 MEDTRONIC PKWAY STREET 2: MS LC300 CITY: MINNEAPOLIS STATE: MN ZIP: 55432 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2015-01-26 1 0000064670 MEDTRONIC INC MDT 0001560409 Martha Geoffrey C/O MEDTRONIC INC, 710 MEDTRONIC PKWY MS LC300 MINNEAPOLIS MN 55432 0 1 0 0 Sr VP, Strategy & Bus Dev Common stock 2015-01-26 4 D 0 25533.78 D 0 D Employee Stock Option (right to buy) 34.88 2015-01-26 4 D 0 28670 D 2021-08-01 Common stock 28670 0 D Employee Stock Option (right to buy) 38.81 2015-01-26 4 D 0 21129 D 2022-07-30 Common stock 21129 0 D Employee Stock Option (right to buy) 41.60 2015-01-26 4 D 0 2404 D 2022-10-29 Common stock 2404 0 D Employee Stock Option (right to buy) 55.32 2015-01-26 4 D 0 1808 D 2023-07-29 Common stock 1808 0 D Employee Stock Option (right to buy) 55.32 2015-01-26 4 D 0 20481 D 2023-07-29 Common stock 20481 0 D Employee Stock Option (right to buy) 62.76 2015-01-26 4 D 0 1594 D 2024-07-28 Common stock 1594 0 D Employee Stock Option (right to buy) 62.76 2015-01-26 4 D 0 27619 D 2024-07-28 Common stock 27619 0 D Represents shares of Medtronic, Inc. ("Medtronic"), including a balance increase of 311.393 shares since the officer's last Form 4 filing due to exempt transactions such as dividend reinvestment, disposed of pursuant to the merger (the "Merger") of a wholly-owned subsidiary of Medtronic plc ("New Medtronic") with and into Medtronic, with Medtronic surviving as a wholly-owned subsidiary of New Medtronic, in exchange for ordinary shares of New Medtronic, which was consummated after and conditioned on New Medtronic's acquisition of Covidien plc, by means of a "scheme of arrangement", an Irish statutory procedure under the Companies Act of 1963. At the effective time of the Merger, each Medtronic common share was cancelled and converted into the right to receive one New Medtronic ordinary share. Under the terms of the Merger, the officer received cash in lieu of fractional shares of New Medtronic and restricted stock units were rounded up to the nearest whole share. This option, which was partially vested at the effective time of the Merger, was assumed by New Medtronic in the Merger and converted into an option to purchase 28,670 ordinary shares of New Medtronic for $34.88 per share with the same terms and conditions as the original Medtronic stock option. This option, which was partially vested at the effective time of the Merger, was assumed by New Medtronic in the Merger and converted into an option to purchase 21,129 ordinary shares of New Medtronic for $38.81 per share with the same terms and conditions as the original Medtronic stock option. This option, which was partially vested at the effective time of the Merger, was assumed by New Medtronic in the Merger and converted into an option to purchase 2,404 ordinary shares of New Medtronic for $41.60 per share with the same terms and conditions as the original Medtronic stock option. This option, which was partially vested at the effective time of the Merger, was assumed by New Medtronic in the Merger and converted into an option to purchase 1,808 ordinary shares of New Medtronic for $55.32 per share with the same terms and conditions as the original Medtronic stock option. This option, which was partially vested at the effective time of the Merger, was assumed by New Medtronic in the Merger and converted into an option to purchase 20,481 ordinary shares of New Medtronic for $55.32 per share with the same terms and conditions as the original Medtronic stock option. This option, which was unvested at the effective time of the Merger, was assumed by New Medtronic in the Merger and converted into an option to purchase 1,594 ordinary shares of New Medtronic for $62.76 per share with the same terms and conditions as the original Medtronic stock option. This option, which was unvested at the effective time of the Merger, was assumed by New Medtronic in the Merger and converted into an option to purchase 27,619 ordinary shares of New Medtronic for $62.76 per share with the same terms and conditions as the original Medtronic stock option. /s/ Rhonda L. Ingalsbe, Attorney-in-fact 2015-01-28