MiniMed Group, Inc.·4

Mar 13, 7:24 PM ET

Spooner Chad 4

4 · MiniMed Group, Inc. · Filed Mar 13, 2026

Research Summary

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MiniMed (MMED) CFO Chad Spooner Receives RSU Awards

What Happened
Chad Spooner, Chief Financial Officer of MiniMed Group, Inc. (MMED), was granted a total of 269,401 restricted stock units (RSUs) on March 11, 2026. These RSUs were issued as a conversion of previously held Medtronic equity awards in connection with MiniMed’s separation from Medtronic, and were granted under MiniMed’s 2026 Long Term Incentive Plan (LTIP). No cash purchase or open-market trade occurred — these are awards (transaction code A), not sales or purchases.

Key Details

  • Transaction date: March 11, 2026; Form 4 filed March 13, 2026 (filed timely).
  • Shares granted (total): 70,896 + 127,609 + 70,896 = 269,401 RSUs. Reported acquisition price: N/A (awards).
  • Vesting schedules (per filing footnotes):
    • 70,896 RSUs vest on April 28, 2028. (F3)
    • 127,609 RSUs vest in three equal installments on July 28, 2026, July 28, 2027 and July 28, 2028. (F5)
    • 70,896 RSUs vest on July 28, 2028. (F6)
  • Conversion mechanics: The RSUs resulted from conversion of Medtronic restricted stock units and performance share units pursuant to the Employee Matters Agreement (EMA) tied to the March 9, 2026 separation; conversion used average Medtronic and MMED share prices over specified windows. (F1, F2)
  • Shares to be issued include amounts tied to vesting of one or more RSUs (F4).
  • Shares owned following the transaction are not specified in the reported data.

Context
These awards reflect a conversion of legacy Medtronic equity into MiniMed RSUs as part of the corporate separation — not a new cash purchase or a sale. RSUs are time‑vesting grants: they become actual shares only as they vest per the schedules above. For retail investors, such converted awards are routine in spin-offs or separations and do not alone indicate insider buying or selling intent.

Insider Transaction Report

Form 4
Period: 2026-03-11
Spooner Chad
EVP, Chief Financial Officer
Transactions
  • Award

    Common Stock

    [F1][F2][F3][F4]
    2026-03-11+70,89670,896 total
  • Award

    Common Stock

    [F1][F2][F5][F4]
    2026-03-11+127,609127,609 total
  • Award

    Common Stock

    [F1][F2][F6][F4]
    2026-03-11+70,89670,896 total
Footnotes (6)
  • [F1]In connection with MMED's separation from Medtronic plc ("Medtronic") effective March 9, 2026 (the "Separation"), as further described in MMED's current report on Form 8-K filed on March 9, 2026, certain restricted stock units and performance share units granted by Medtronic held by the Reporting Person (the "Medtronic Awards") were converted into time-vesting restricted stock units denominated in shares of MMED's common stock ("MMED RSUs") pursuant to the terms of the Employee Matters Agreement, dated as of March 1, 2026, by and between Medtronic Group Holding, Inc. and Kangaroo US HoldCo 2, Inc. (the "EMA").
  • [F2]Pursuant to the terms of the EMA, the Medtronic Awards were converted into MMED RSUs based, in part, on (i) the average closing trading price of a Medtronic ordinary share for the last three consecutive trading days ending on March 6, 2026 and (ii) the average closing trading price of a share of MMED common stock for three consecutive trading days starting with and including March 9, 2026 (the "Equity Award Conversion").
  • [F3]Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the 2026 MiniMed Group, Inc. Long Term Incentive Plan (the "LTIP") and vest on April 28, 2028.
  • [F4]Includes shares to be issued in connection with the vesting of one or more restricted stock units.
  • [F5]Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the LTIP and vest in three equal installments on July 28, 2026, July 28, 2027 and July 28, 2028.
  • [F6]Represents the grant of MMED RSUs upon the conversion of certain Medtronic Awards held by the Reporting Person pursuant to the Equity Award Conversion. The MMED RSUs were granted pursuant to the LTIP and vest on July 28, 2028.
Signature
/s/ Bryan F. Kelly, attorney-in-fact|2026-03-13

Documents

1 file
  • 4
    wk-form4_1773444267.xmlPrimary

    FORM 4