Medtronic plc
For the period ended Oct 15, 2026. Filed Aug 17, 2026.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Oct 15, 2026 · Filed Aug 17, 2026
MDT$101.80-2.9%Stored close · as of Nov 6, 2026
Contents
Compensation Program Designs
Fiscal Year 2026 Compensation Program Design
The overall design of our FY26 executive compensation program is illustrated below:
| Component | Basic Design | Purpose | |
| Fixed | Base Salary | •Fixed and recurring element of compensation◦Calibrated with the Compensation Comparison Group market range | •Compensates for carrying out basic duties of the job •Recognizes individual experience, skills, and sustained performance |
|---|---|---|---|
| Benefits | •Market-competitive benefits and perquisites including health, retirement, allowances and certain life event benefits | •Provides the same benefits generally available to Medtronic employees; nonqualified deferred compensation plan provides the same tax planning benefit to executives after adjusting for statutory limitations | |
| Variable at Risk | MIP | •Performance-based cash compensation opportunity using both financial and nonfinancial metrics◦Financial metrics are organic revenue growth, non-GAAP diluted EPS, and free cash flow◦Nonfinancial measure is Quality | •Encourages sustained performance improvements in key financial areas that drive total shareholder return and in the nonfinancial area of Quality, which supports our strategy |
| PSUs | •Performance-based equity compensation using both internal financial goals and relative total shareholder return ◦Organic Revenue Growth 3-year simple average ◦Relative TSR versus the S&P 500 Healthcare Equipment Index over a 3-year period (Relative TSR)•ROIC modifier (downward only) | •Represents a significant portion of long-term incentives based on meeting key strategic financial goals that are aligned with shareholder interests•Promotes long-term stock ownership in Medtronic | |
| Stock Options | •Vest 25% per year starting on the 1st anniversary of grant date | •Aligns pay with performance by linking value to stock price appreciation and shareholder value creation | |
| RSUs | •Vest 100% on the 3rd anniversary of grant date | •Promotes long-term stock ownership in Medtronic•Encourages retention |
The mix of total direct compensation for our NEOs is weighted 93% to 85% at risk with 82% to 70% allocated to long-term incentives, as illustrated below.
MEDTRONIC I 2026 Proxy Statement 44
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.