SEC Form 4

FORM 4		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 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
 Â	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* Surface Carol A (Last) (First) (Middle) 710 MEDTRONIC PKWY MS LC300 (Street) MINNEAPOLIS MN 55432 (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, Chief HR Officer
	3. Date of Earliest Transaction (Month/Day/Year) 08/02/2021
	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		F		3,997	D	$131.31	30,670(1)	D
Ordinary Shares	08/02/2021		A(2)		3,657	A	$0	34,327	D
Ordinary Shares								567(3)	I	NQ Ret Plan Sup

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		31,245		08/02/2022(4)	08/02/2031	Ordinary Shares	31,245	$0	31,245	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		9,143(6)		(7)	(7)	Performance Share Units	9,143	$0	9,143	D

Explanation of Responses:

1. This balance increased by 517 shares due to exempt transactions such as dividend reinvestment and employee stock purchase plan.

2. The restrictions on the award shall lapse 100% on the third anniversary of the Grant Date.

3. Between December 28, 2020 and June 30, 2021, the reporting person acquired 8 shares of MDT common stock under the Medtronic NQ Retirement Plan. The information in this report is based on a statement dated as of June 30, 2021.

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, 9,143 shares will be issued. The actual number of shares to be issued could range from a low of 1,829 at minimum performance to a high of 18,286 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).
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