Medtronic plc reports 252,813,348 shares beneficially owned of MiniMed Group, Inc. The Schedule 13G filing states Medtronic has sole voting and sole dispositive power over 252,813,348 shares, representing 90.0% of the class based on 280,819,988 shares outstanding as of April 11, 2026. The filing lists Medtronic Global Holdings S.C.A. as the record holder of those shares and is signed by Brian Sandstrom, VP, Chief Corporate and Securities Counsel.
MiniMed Group, Inc. reported that its parent, Medtronic plc, experienced unauthorized access to certain information technology systems. Medtronic stated it promptly contained the incident, activated incident response protocols, and engaged external cybersecurity experts to investigate and remediate.
Medtronic disclosed it has not identified any impact on its products, patient safety, customer connections, manufacturing and distribution operations, financial reporting systems, or ability to meet patient needs, and does not expect a material impact on its business or financial results. MiniMed is not aware of compromises to its own IT systems and does not currently expect a material impact on its business or financial results.
The filing also outlines potential risks if the situation worsens, including possible data release or misuse, operational and financial impacts, management distraction, litigation, strained third-party relationships, reputational harm, and regulatory scrutiny, and includes standard forward-looking statement cautions.
MiniMed Group, Inc. reported higher revenue but a larger loss as it transitioned toward standalone operations. Net sales rose to $790 million for the quarter and $2,265 million for the nine months, driven by international demand for pumps, consumables, and CGM systems.
The company posted a quarterly net loss of $111 million and a nine‑month net loss of $132 million, mainly due to higher cost of products sold, increased selling and administrative expenses, and sizable restructuring and contract termination charges, including $118 million tied to ending a third‑party manufacturing agreement.
MiniMed completed an IPO in March 2026, selling 28,000,000 shares at $20.00 per share and retaining about $309 million of net proceeds, and put in place a $500 million revolving credit facility, giving it additional liquidity as it separates from Medtronic. Subsequent to quarter‑end, FDA clearance of the MiniMed Flex insulin pump triggered a one‑time $157 million royalty‑related charge in the fourth quarter.
MiniMed Group, Inc. Chief Executive Officer Dallara Que reported a routine tax-related share disposition. On this Form 4, 4,809 shares of Common Stock were withheld by the company at $16.31 per share to cover income tax obligations tied to vesting RSUs. After this withholding, Que directly holds 616,754 shares, and the filing notes that this total includes shares to be issued upon future RSU vesting.
MiniMed Group, Inc. adopted a new Severance Pay Plan for Executives and a Change of Control Severance Plan for its named executive officers. Executives at vice president level and above become eligible for severance after certain terminations if they sign a release of claims and meet plan conditions.
For eligible terminations not tied to a change of control, each named executive officer may receive a lump-sum cash payment equal to two times annual base salary plus target bonus, and a lump-sum equal to 24 months of medical and dental COBRA premiums. Equity awards generally do not continue vesting unless the executive is retirement-eligible.
Following a change of control, each named executive officer is promised three years of employment on terms no less favorable than those in place beforehand. If they are terminated without cause or resign for good reason during that period, they may receive a pro-rated annual bonus, a lump sum equal to three times base salary plus the highest recent annual bonus, three additional years of credited retirement benefits, and three years of continued health and life insurance benefits. The plan also includes a mechanism to adjust benefits if excise taxes under Section 4999 of the Internal Revenue Code would apply.
MiniMed Group, Inc. announced that the U.S. Food and Drug Administration has cleared the MiniMed Flex™, a next-generation, discreet, smartphone-controlled insulin pump. The clearance came several months earlier than anticipated and will allow earlier commercialization of this key product.
Development of MiniMed Flex™ was funded in part by affiliates of Blackstone Life Sciences Advisors L.L.C. Under their agreement, during the first two years following U.S. regulatory approval and commercial launch, Blackstone will receive the greater of a mid-to-high single digit royalty percentage on applicable net sales or a minimum payment of $157 million. MiniMed expects to recognize a one-time charge of $157 million in the fourth quarter of fiscal year 2026 related to these future payments.
MiniMed Group, Inc. officer John Gyurci reported receiving 15,322 shares of common stock on a grant or award basis, with no cash price per share. These shares represent restricted stock units in MiniMed that were created by converting prior Medtronic equity awards in connection with MiniMed’s separation from Medtronic.
The units were granted under the 2026 MiniMed Group, Inc. Long Term Incentive Plan and vest in three equal installments on January 26, 2027, January 26, 2028, and January 26, 2029. Following this equity award conversion, Gyurci directly holds 15,322 MiniMed shares, including shares to be issued upon future vesting of restricted stock units.
MiniMed Group, Inc. insider Chandrasena Gillian reported multiple grants of common stock on March 11, 2026, all classified as awards rather than market purchases. Each grant reflects MMED restricted stock units received at a price of $0.00 per share.
According to the footnotes, these MMED RSUs were issued when certain Medtronic plc equity awards held by the insider were converted into MiniMed awards in connection with the company’s separation from Medtronic effective March 9, 2026, under the 2026 MiniMed Group, Inc. Long Term Incentive Plan. The converted RSUs vest over time, with tranches scheduled between July 28, 2026 and July 28, 2028, making this a compensation-related equity conversion, not an open‑market stock trade.
MiniMed Group, Inc. reported a compensation-related stock grant to officer Wills Courtney Nelson tied to the company’s separation from Medtronic. On March 11, 2026, Nelson received several awards of MiniMed common stock as part of the conversion of prior Medtronic equity awards into MiniMed restricted stock units under the 2026 Long Term Incentive Plan.
The awards were granted at $0.00 per share and represent time-vesting RSUs that will settle in MiniMed shares as they vest. According to the footnotes, these RSUs result from an equity award conversion process using average trading prices of both Medtronic and MiniMed shares, with vesting dates ranging from July 31, 2026 through April 28, 2028.
MiniMed Group, Inc. reported that officer Dianaty Ali received multiple grants of common stock on March 11, 2026, all with a grant price of $0.00 per share. These are classified as awards rather than open-market purchases.
The grants represent MMED restricted stock units created when prior Medtronic restricted and performance share awards were converted following MiniMed’s separation from Medtronic effective March 9, 2026, under an Employee Matters Agreement. The MMED RSUs were issued under the 2026 MiniMed Group, Inc. Long Term Incentive Plan and vest on several dates between July 31, 2026 and October 29, 2028, including single-date vesting and a three-installment schedule.