AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Evidence
We rely on a combination of patents, trademarks, tradenames, copyrights, trade secrets, and agreements, including non-disclosure agreements, to protect our business and proprietary technology.
Business — Intellectual Property and Litigation · Filed 18/06/2026
Azure pacemakers feature Medtronic-exclusive BlueSync technology, which enables automatic, secure wireless remote monitoring with increased device longevity.
Business — Cardiac Rhythm & Heart Failure products · Filed 18/06/2026
The Hugo RAS system received U.S. FDA clearance for use in urologic surgical procedures in December 2025.
MD&A — Medical Surgical regulatory clearance · Filed 03/09/2026
The Company generated $36.4 billion in revenue, up 8.4% reported and up 5.8% organically versus the fiscal year ended April 25, 2025 (fiscal year 2025 or FY25), marking our strongest top-line performance in 10 years.
Proxy statement — FY26 Performance Highlights · Filed 17/08/2026
Further, pending patent applications may not result in patents being issued to us, patents issued to or licensed by us may be challenged or circumvented by competitors and such patents may be found invalid, unenforceable or too limited in scope to protect our technology or provide us with any competitive advantage.
Risk Factors — Intellectual property protection · Filed 18/06/2026
In addition, our patents will expire over time, our ability to protect novel business models is uncertain, and infringement may go undetected.
Risk Factors — Patent expiration · Filed 18/06/2026
New or alternative technologies, therapies, or treatment modalities may disrupt existing procedures or reduce demand for device‑based therapies, including in markets where we currently have leading positions.
Risk Factors — Alternative technologies and therapies · Filed 18/06/2026
Major shifts in industry market share have occurred in connection with product corrective actions, physician advisories, safety alerts, results of clinical trials to support superiority claims, and publications about our products, reflecting the importance of product quality, product efficacy and quality systems in the medical device industry.
Business — Historical industry market-share shifts · Filed 20/06/2025
Deferred revenue primarily represents remote monitoring services and equipment maintenance, for which consideration is received at the same time as consideration for the device or equipment.
Revenue recognition — Deferred monitoring and maintenance revenue · Filed 18/06/2026
In addition, many of our products are often used in intensive care settings with seriously ill patients, and some of the medical devices we manufacture and sell are designed to be implanted in the human body for long periods of time or indefinitely.
Risk Factors — Long-lived implanted devices · Filed 18/06/2026
Remaining performance obligations include goods and services that have not yet been delivered or provided under existing, noncancellable, contracts with minimum purchase commitments.
Revenue recognition — Noncancellable minimum purchase commitments · Filed 03/09/2026
At July 31, 2026, the estimated revenue expected to be recognized in future periods related to unsatisfied performance obligations for executed contracts with an original duration of one year or more was approximately $0.4 billion.
Revenue recognition — Remaining performance obligations at July 31, 2026 · Filed 03/09/2026
During the three months ended July 31, 2026, the Company recognized $140 million of revenue that was included in deferred revenue as of April 24, 2026.
Revenue recognition — Recognition of opening deferred revenue · Filed 03/09/2026
Hospitals are also aligning interests with physicians through employment and other arrangements, such as gainsharing, where a hospital agrees with physicians to share any realized cost savings resulting from changes in practice patterns such as device standardization.
Business — Hospital gainsharing and device standardization · Filed 18/06/2026
We often negotiate with GPOs and IDNs, which enter into supply contracts for the benefit of their member facilities.
Business — GPO and IDN supply contracts · Filed 18/06/2026
This has created an increased level of price sensitivity among customers for our products.
Business — Increased customer price sensitivity · Filed 18/06/2026
Government‑driven pricing and procurement mechanisms, including national and provincial tender pricing programs such as volume‑based procurement initiatives in China, may require significant price concessions and constrain our ability to compete on factors other than price.
Risk Factors — Government pricing and procurement mechanisms · Filed 18/06/2026
•FY26 operating margin was flat year-over-year; FY26 non-GAAP operating margin decreased 130 basis points, or 150 basis points constant currency
FY26 earnings release — Annual operating margin outcomes · Filed 03/06/2026
Q1 GAAP operating profit and operating margin were $1.764 billion and 18.1%, respectively, an increase of 22.1% and 120 basis points, respectively.
Q1 FY27 earnings release — GAAP operating margin · Filed 01/09/2026
As detailed in the financial schedules included at the end of the release, Q1 non-GAAP operating profit and operating margin were $2.316 billion and 23.7%, respectively, an increase of 14.9% and 10 basis points, respectively.
Q1 FY27 earnings release — Non-GAAP operating margin · Filed 01/09/2026
The company estimates the impact of the extra week benefited Q1 organic growth by approximately $570 million.
Q1 FY27 earnings release — Estimated extra-week revenue benefit · Filed 01/09/2026
The operating margin includes impacts of 45 basis points from the MiniMed Blackstone payment and 50 basis points from tariffs.
FY26 earnings release — Blackstone payment and tariff margin impacts · Filed 03/06/2026
18
MEDTRONIC PLC
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Fiscal Year
(in millions)
2026
2025
2024
Operating Activities:
Net income
$
4,837
$
4,691
$
3,705
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
2,958
2,861
2,647
Provision for credit losses
136
123
90
Net income
$
4,837
$
4,691
$
3,705
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
2,958
2,861
2,647
Provision for credit losses
136
123
90
Deferred income taxes
51
(316)
(508)
Stock-based compensation
457
429
393
Asset impairments and related inventory write-downs
—
—
371
Other, net
314
310
573
Change in operating assets and liabilities, net of acquisitions and divestitures:
Accounts receivable, net
(200)
(433)
(391)
Inventories
(404)
(292)
(139)
Accounts payable and accrued liabilities
46
209
391
Other operating assets and liabilities
(865)
(538)
(345)
Net cash provided by operating activities
7,330
7,044
6,787
Investing Activities:
Acquisitions, net of cash acquired
(406)
(98)
(211)
Additions to property, plant, and equipment
(1,904)
(1,859)
(1,587)
Purchases of investments
(8,725)
(8,226)
(7,748)
Sales and maturities of investments
8,105
8,495
7,441
Other investing activities, net
(4)
(249)
(261)
Net cash used in investing activities
(2,934)
(1,937)
(2,366)
Financing Activities:
Change in current debt obligations, net
9
(1,070)
1,073
Issuance of long-term debt
1,747
3,209
—
Payments on long-term debt
(2,930)
—
—
Dividends to shareholders
(3,639)
(3,589)
(3,666)
Issuance of ordinary shares
516
508
284
Repurchase of ordinary shares
(1,035)
(3,235)
(2,138)
Proceeds from MiniMed initial public offering
538
—
—
Other financing activities, net
44
(184)
Change in operating assets and liabilities, net of acquisitions and divestitures:
Accounts receivable, net
(200)
(433)
(391)
Inventories
(404)
(292)
(139)
Accounts payable and accrued liabilities
46
209
391
Other operating assets and liabilities
(865)
(538)
(345)
Net cash provided by operating activities
7,330
7,044
6,787
Investing Activities:
Acquisitions, net of cash acquired
(406)
(98)
(211)
Additions to property, plant, and equipment
(1,904)
(1,859)
(1,587)
Purchases of investments
(8,725)
(8,226)
(7,748)
Sales and maturities of investments
8,105
8,495
7,441
Other investing activities, net
(4)
(249)
(261)
Net cash used in investing activities
(2,934)
Consolidated cash flow schedules — FY26 spending, distributions and financing · Filed 03/06/2026
15
MEDTRONIC PLC
July 25, 2025
Operating Activities:
Net income
$
1,479
$
1,047
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
729
748
Provision for credit losses
25
28
Deferred income taxes
127
167
Stock-based compensation
125
86
Other, net
(29)
159
Change in operating assets and liabilities, net of acquisitions and divestitures:
Accounts receivable, net
224
288
Inventories
(240)
(373)
Accounts payable and accrued liabilities
(531)
(598)
Other operating assets and liabilities
(118)
(464)
Net cash provided by operating activities
1,793
1,088
Investing Activities:
Acquisitions, net of cash acquired
(1,162)
—
Additions to property, plant, and equipment
(503)
(504)
Purchases of investments
(2,190)
(2,100)
Sales and maturities of investments
2,209
2,010
Other investing activities, net
26
(125)
Net cash used in investing activities
(1,619)
(719)
Financing Activities:
Change in current debt obligations, net
812
649
Payments on long-term debt
—
(1,162)
Dividends to shareholders
(921)
(910)
Issuance of ordinary shares
20
95
Repurchase of ordinary shares
(267)
(123)
Other financing activities, net
13
70
Net cash used in financing activities
(343)
(1,381)
Effect of exchange rate changes on cash and cash equivalents
(89)
67
Net change in cash and cash equivalents
(258)
(945)
Cash and cash equivalents at beginning of period
1,949
2,218
Cash and cash equivalents at end of period
$
1,691
$
1,273
Change in operating assets and liabilities, net of acquisitions and divestitures:
Accounts receivable, net
224
288
Inventories
(240)
(373)
Accounts payable and accrued liabilities
(531)
(598)
Other operating assets and liabilities
(118)
(464)
Net cash provided by operating activities
1,793
1,088
Investing Activities:
Acquisitions, net of cash acquired
(1,162)
—
Additions to property, plant, and equipment
(503)
(504)
Purchases of investments
(2,190)
(2,100)
Sales and maturities of investments
2,209
2,010
Other investing activities, net
26
(125)
Net cash used in investing activities
(1,619)
(719)
Financing Activities:
Change in current debt obligations, net
812
649
Payments on long-term debt
—
(1,162)
Dividends to shareholders
(921)
(910)
Issuance of ordinary shares
20
95
Repurchase of ordinary shares
(267)
(123)
Other financing activities, net
13
70
Net cash used in financing activities
(343)
(1,381)
Effect of exchange rate changes on cash and cash equivalents
(89)
67
Condensed cash flow schedules — Q1 FY27 acquisitions, distributions and borrowing · Filed 01/09/2026
During the fourth quarter of fiscal year 2026, the Company recognized a loss of the remaining $50 million investment, reducing the fair value of the investment to zero as of April 24, 2026.
Investment valuation — FY26 write-down to zero · Filed 03/09/2026
PSU PAYMENTS Name FY24-FY26 Actual Performance FY24-FY26 Target Shares FY24-FY26 Shares Paid Geoff Martha 101.5% 85,461 86,743 Thierry Piéton N/A N/A N/A Brett Wall 101.5% 24,214 24,578 Mike Marinaro 101.5% 17,093 17,350 Michelle Quinn N/A N/A N/A Fiscal Year 2027 PSU Design Change In fiscal year 2026, the Compensation and Talent Committee, in consultation with management and the Independent Consultant, modified the PSU design for senior executives, including NEOs.
Executive compensation — Actual FY24–FY26 PSU shares paid · Filed 17/08/2026
NEO actual total direct compensation was approximately 67% of the target opportunity as of the end of FY26, due primarily to underwater stock options.
Executive compensation — Actual compensation versus target · Filed 17/08/2026
Further, the Company does not provide excessive perquisites or benefits to our NEOs, requires each executive to retain significant portions of his or her equity compensation awards in support of our stock ownership guidelines, continues to follow a clawback policy that allows the Company to recapture equity compensation and other incentive awards paid to an executive who engages in misconduct, and has adopted a policy for recovery of erroneously awarded compensation in the event of an accounting restatement, in accordance with Exchange Act Rule 10D-1 and NYSE Rule 303A.14.
Executive compensation — Equity retention and adopted clawback policies · Filed 17/08/2026
The Board ultimately determined to maintain the original performance targets.
Executive compensation — Original incentive targets maintained · Filed 17/08/2026
While the EPS goal was not achieved, strong performance in revenue growth and free cash flow resulted in MIP payouts at 103% of target for FY26, reflecting the Company’s emphasis on balanced financial performance and continued operational execution.
Executive compensation — Missed EPS goal and actual incentive payout · Filed 17/08/2026
Beginning in fiscal year 2027, the MEDTRONIC I 2026 Proxy Statement 50 PSU metric mix will change from an equal blend of Revenue Growth and Relative TSR (50% weight for each goal) with a ROIC modifier to an equal blend of Revenue Growth and Gross Margin with a Relative TSR modifier.
Executive compensation — Disclosed FY27 PSU design change · Filed 17/08/2026
Results were within the Company’s initial annual guidance despite a range of external factors, including tariffs, geopolitical dynamics, market volatility, and the MiniMed initial public offering.
FY26 Performance Highlights — Results against initial guidance · Filed 17/08/2026
Geoff Martha is an employee and is not independent; the remaining directors are independent.
Corporate Governance — Actual director independence · Filed 17/08/2026
Other than the Growth and Operations Committees, which are chaired by Mr.
Corporate Governance — Growth and Operations committee leadership · Filed 17/08/2026
Martha, each of the remaining committees consist entirely of independent directors.
Corporate Governance — Independence of other committees · Filed 17/08/2026
A shareholder, or group of no more than 20 shareholders, that has owned continuously for at least three years a number of shares that represent at least 3% of Medtronic’s outstanding shares, may nominate and include in Medtronic’s proxy materials director nominees collectively constituting up to 20% of the Board, provided that the shareholder(s) and nominee(s) satisfy the requirements of Medtronic’s Articles of Association.
Shareholder Proposals and Director Nominations — Proxy access · Filed 17/08/2026
Martha Geoffrey S. Martha Chairman and Chief Executive Officer Pursuant to the requirements of the Securities Exchange Act of 1934, the report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
Signatures — Combined chairman and CEO roles · Filed 18/06/2026
•Medtronic stopped the distribution and sale of the HVAD System in June 2021.
Business — HVAD distribution and sales cessation · Filed 18/06/2026
Due to the Company retaining a controlling financial interest, the unaudited condensed consolidated financial statements include the financial results of MiniMed.
Accounting policies — Continued consolidation of MiniMed · Filed 03/09/2026
