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Vanguard (MDT) discloses 96.4M-share, 7.51% holding in Medtronic (Schedule 13G)

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G

Rhea-AI Filing Summary

Medtronic PLC reports that Vanguard Capital Management beneficially owned 96,424,044 shares of Common Stock, representing 7.51% of the class as of 03/31/2026. The filing states Vanguard has sole power to dispose of 96,424,044 shares and sole voting power for 13,090,211 shares. The disclosure attributes holdings to Vanguard Capital Management LLC and specified affiliates and was signed on 04/28/2026.

Positive

  • None.

Negative

  • None.

Insights

Vanguard holds a sizable passive stake disclosed under Schedule 13G.

Schedule 13G is used for passive investors who beneficially own more than 5% of a class. The filing shows 96,424,044 shares (7.51%) and reports sole dispositive power for that entire position while voting power is lower at 13,090,211.

Because this is a Section 13G passive disclosure, it signals large institutional exposure without active control claims; subsequent Form 13D/4 would indicate activist or transactional intent if filed.

The filing clarifies that multiple Vanguard affiliates are included in the ownership calculation.

The disclosure explicitly lists Vanguard affiliates (e.g., Vanguard Asset Management Limited) as entities through which dispositive power is exercised, consistent with SEC Release No. 34-39538 language included in the footnote. This attribution affects how proxy-voting relationships may be interpreted.

Watch for any future changes in voting power or a conversion to a 13D if the investor becomes active.

Shares beneficially owned 96,424,044 shares as of 03/31/2026
Percent of class 7.51% percent of common stock as reported
Sole voting power 13,090,211 shares number of shares with sole power to vote
Sole dispositive power 96,424,044 shares number of shares with sole power to dispose
Report date 03/31/2026 ownership time anchor
Signature date 04/28/2026 date form was signed by reporting officer
Schedule 13G regulatory
"Used for passive investors who beneficially own more than 5% of a class"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
Sole dispositive power governance
"Sole power to dispose or to direct the disposition of: 96424044"
Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.
Beneficially owned regulatory
"Amount beneficially owned: 96424044"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
Sole voting power governance
"Sole power to vote or to direct the vote: 13090211"
Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.





G5960L103

(CUSIP Number)
03/31/2026

(Date of Event Which Requires Filing of this Statement)


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)




schemaVersion:


SCHEDULE 13G




Comment for Type of Reporting Person: In accordance with SEC Release No. 34-39538 (January 12, 1998), this Schedule 13G reflects the securities beneficially owned, or deemed to be beneficially owned, by Vanguard Capital Management LLC and the following affiliates of Vanguard Capital Management LLC or business divisions of such affiliates: Vanguard Asset Management Limited, Vanguard Fiduciary Trust Company, Vanguard Global Advisers, LLC and Vanguard Investments Australia Ltd. This Schedule 13G includes securities held by Vanguard funds, or sleeves thereof, over which Vanguard Capital Management LLC exercises dispositive power, in addition to securities held by clients over which the affiliates or business divisions of such affiliates indicated above exercise dispositive and/or voting power. This Schedule 13G does not include securities, if any, beneficially owned by other subsidiaries or affiliates of Vanguard Capital Management LLC, or business divisions of such subsidiaries, whose ownership of securities is disaggregated from that of the reporting business unit in accordance with such release.


SCHEDULE 13G



Vanguard Capital Management
Signature:Ashley Grim
Name/Title:Head of Global Fund Administration
Date:04/28/2026

FAQ

What stake does Vanguard Capital Management report in Medtronic (MDT)?

Vanguard reports beneficial ownership of 96,424,044 shares, or 7.51%. The Schedule 13G lists this amount as of 03/31/2026 and shows sole dispositive power over those shares.

Does Vanguard have voting control over the shares in the filing?

Vanguard reports sole voting power for 13,090,211 shares only. The filing distinguishes voting power from dispositive power, showing lower sole voting authority than the total shares it can dispose of.

Which Vanguard entities are included in the ownership statement?

The filing attributes holdings to Vanguard Capital Management LLC and affiliates. It names Vanguard Asset Management Limited, Vanguard Fiduciary Trust Company, Vanguard Global Advisers, LLC, and Vanguard Investments Australia Ltd in the footnote.

What filing type was used to disclose Vanguard's stake in MDT?

The position was disclosed on a Schedule 13G. Schedule 13G is a passive-investor disclosure used when ownership exceeds 5% without intent to influence control, per the filing language.

What dates are relevant in the disclosure for Medtronic ownership?

The ownership is reported as of 03/31/2026 and the form is signed 04/28/2026. The Schedule 13G ties the share count and percentage to the 03/31/2026 time anchor.