Medtronic Files Rule 425 Communication on MiniMed Group Separation Exchange Offer

Overview of Filing

Medtronic plc filed a Form 425 under Rule 425 of the Securities Act of 1933 on October 5, 2026. The submission documents text and disclosures hosted on the transaction website (https://www.dfking.com/MDTSeparation), maintained by information agent D.F. King & Co., Inc.

Transaction Details

• Subject Entity: MiniMed Group, Inc.
• Structure: Exchange offer (split-off/separation).
• Shares Offered: Up to 225,361,295 newly issued shares of MiniMed Group, Inc. common stock owned by Medtronic.
• Mechanism: Medtronic shareholders may elect to exchange their Medtronic shares for common stock of MiniMed Group, Inc., pursuant to terms outlined in the transaction prospectus.

Market Impact & Strategic Context

• This filing serves as an operational update and record of public communications regarding the planned separation of Medtronic's MiniMed business.
• Exchange offers of this type provide tax-efficient separation mechanisms and allow shareholders to choose direct exposure to MiniMed or remain purely invested in core Medtronic operations.
• While procedural in nature, filings under Rule 425 reflect steady progress toward the completion of the corporate divestiture.