Medtronic Files Form 425 Prospectus Material for MiniMed Separation Exchange Offer

Filing Overview: Medtronic plc (Form 425)

Filing Type: Form 425 (Filing of certain prospectuses and communications in connection with business combination transactions under Rule 425 under the Securities Act of 1933) Filer & Subject Company: Medtronic plc (CIK: 0001613103 | Ticker: MDT) Filing Date: October 7, 2026 Accession Number: 0001628280-26-065351

---

Transaction Summary

• Nature of Filing: Written communication pursuant to Rule 425 documenting content hosted on the transaction website (https://www.dfking.com/MDTSeparation).
• Core Transaction: Medtronic's offer to exchange up to an aggregate of 225,361,295 newly issued shares of common stock of MiniMed Group, Inc. (owned by Medtronic) for shares of common stock of Medtronic plc in connection with the planned separation.
• Exchange Agent / Information Agent: D.F. King & Co., Inc.

---

Insider Trading Evaluation

• Insider Presence: None. This filing is a corporate communication / prospectus supplement rather than a Form 4 insider beneficial ownership report.
• Trading Significance: Low for direct insider sentiment purposes, though structurally significant for shareholders monitoring the capital structure adjustments and share count reduction resulting from the MiniMed exchange offer.