Form 8-K · Current report

Medtronic 8-K, filed Sep 17, 2026

Filed
CIK
0001613103
Accession no.
0001628280-26-062505
AI-generated summary

Summary

Medtronic commenced an exchange offer on September 14, 2026, offering up to 225,361,295 newly issued shares of MiniMed Group, Inc. common stock in exchange for outstanding Medtronic ordinary shares, and filed a Form 8-K to correct a typographical error in the guaranteed delivery procedures described in the offering prospectus. Medtronic said that if the offer is oversubscribed it currently intends to accept additional tendered shares not exceeding two percent of total outstanding Medtronic ordinary shares.

Key points

  • The exchange offer is for up to 225,361,295 newly issued shares of MiniMed Group common stock, subject to the terms of a prospectus dated September 14, 2026 and included in a Form S-4 registration statement.
  • Medtronic said the prospectus misstated the guaranteed delivery deadline as midnight at the end of the second NYSE trading day after execution; the correct deadline is 5:00 p.m. New York City time on that day.
  • If the offer is oversubscribed, Medtronic currently intends to accept additional validly tendered shares not exceeding two percent of its total outstanding ordinary shares.
  • Medtronic retained D.F. King & Co., Inc. as information agent for the exchange offer.

Written by an AI model from the filing text. It can be incomplete or wrong; the filing on SEC.gov is the record.

Items reported

  • 8.01Other Events
  • 9.01Financial Statements and Exhibits

From the filing

Item 8.01. Other Events On September 14, 2026, Medtronic plc, a public limited company organized under the laws of Ireland (“Medtronic”), commenced an offer to exchange (the “Exchange Offer”) up to 225,361,295 newly issued shares of common stock, par value $0.01 per share (“MiniMed Common Stock”), of MiniMed Group, Inc., a Delaware corporation (“MiniMed”), for outstanding ordinary shares of Medtronic, par value $0.0001 per share (“Medtronic Ordinary Shares”), upon the terms and subject to the conditions set forth in the Prospectus, dated as of September 14, 2026 (the “Prospectus”), which is included in the registration statement on Form S-4 (the “Registration Statement”) filed by MiniMed…

An excerpt of the text as filed with the SEC, cut for length.

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