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As Of Filer Filing For·On·As Docs:Size 6/22/18 Medtronic plc 10-K 4/27/18 136:37M |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 2.47M
2: EX-10.50 Material Contract -- exhibit1050 HTML 57K
3: EX-10.51 Material Contract -- exhibit1051 HTML 57K
4: EX-10.52 Material Contract -- exhibit1052 HTML 58K
5: EX-10.53 Material Contract -- exhibit1053 HTML 62K
7: EX-21 List of Subsidiaries HTML 117K
8: EX-23 Consent of Independent Registered Public HTML 37K
Accounting Firm
9: EX-24 Power of Attorney HTML 44K
6: EX-12.1 Computation of Ratio of Earnings to Fixed Charges HTML 59K
10: EX-31.1 Certification of CEO Pursuant to Section 302 HTML 44K
11: EX-31.2 Certification of CFO Pursuant to Section 302 HTML 44K
12: EX-32.1 Certification of CEO Pursuant to Section 906 HTML 39K
13: EX-32.2 Certification of CFO Pursuant to Section 906 HTML 39K
20: R1 Document and Entity Information HTML 65K
21: R2 Consolidated Statements of Income HTML 108K
22: R3 Consolidated Statements of Comprehensive Income HTML 68K
23: R4 Consolidated Balance Sheets HTML 149K
24: R5 Consolidated Balance Sheets (Parenthetical) HTML 49K
25: R6 Consolidated Statements of Equity HTML 93K
26: R7 Consolidated Statements of Cash Flows HTML 143K
27: R8 Summary of Significant Accounting Policies HTML 119K
28: R9 Acquisitions and Acquisition-Related Items HTML 97K
29: R10 Divestiture and Divestiture-Related Items HTML 57K
30: R11 Restructuring Charges HTML 109K
31: R12 Special Charge HTML 39K
32: R13 Financial Instruments HTML 360K
33: R14 Goodwill and Other Intangible Assets HTML 112K
34: R15 Financing Arrangements HTML 173K
35: R16 Derivatives and Currency Exchange Risk Management HTML 283K
36: R17 Inventories HTML 47K
37: R18 Property, Plant, and Equipment HTML 58K
38: R19 Shareholders' Equity HTML 50K
39: R20 Stock Purchase and Award Plans HTML 153K
40: R21 Income Taxes HTML 228K
41: R22 Earnings Per Share HTML 68K
42: R23 Retirement Benefit Plans HTML 433K
43: R24 Leases HTML 56K
44: R25 Accumulated Other Comprehensive (Loss) Income HTML 90K
45: R26 Commitments and Contingencies HTML 83K
46: R27 Quarterly Financial Data (Unaudited) HTML 112K
47: R28 Segment and Geographic Information HTML 160K
48: R29 Guarantor Financial Information HTML 1.99M
49: R30 Schedule II HTML 115K
50: R31 Summary of Significant Accounting Policies HTML 177K
(Policies)
51: R32 Summary of Significant Accounting Policies HTML 64K
(Tables)
52: R33 Acquisitions and Acquisition-Related Items HTML 89K
(Tables)
53: R34 Divestiture and Divestiture-Related Items (Tables) HTML 53K
54: R35 Restructuring Charges (Tables) HTML 104K
55: R36 Financial Instruments (Tables) HTML 362K
56: R37 Goodwill and Other Intangible Assets (Tables) HTML 138K
57: R38 Financing Arrangements (Tables) HTML 162K
58: R39 Derivatives and Currency Exchange Risk Management HTML 365K
(Tables)
59: R40 Inventories (Tables) HTML 48K
60: R41 Property, Plant, and Equipment (Tables) HTML 56K
61: R42 Stock Purchase and Award Plans (Tables) HTML 149K
62: R43 Income Taxes (Tables) HTML 199K
63: R44 Earnings Per Share (Tables) HTML 66K
64: R45 Retirement Benefit Plans (Tables) HTML 420K
65: R46 Leases (Tables) HTML 54K
66: R47 Accumulated Other Comprehensive (Loss) Income HTML 81K
(Tables)
67: R48 Quarterly Financial Data (Unaudited) (Tables) HTML 112K
68: R49 Segment and Geographic Information (Tables) HTML 163K
69: R50 Guarantor Financial Information (Tables) HTML 1.98M
70: R51 Summary of Significant Accounting Policies , HTML 79K
Schedule of Impact of Revisions (Details)
71: R52 Summary of Significant Accounting Policies HTML 77K
(Details)
72: R53 Acquisitions and Acquisition-Related Items , HTML 88K
Additional Information (Details)
73: R54 Acquisitions and Acquisition-Related Items , HTML 78K
Assets Acquired and Liabilities Assumed (Details)
74: R55 Acquisitions and Acquisition-Related Items , HTML 69K
Contingent Consideration (Details)
75: R56 Divestiture and Divestiture-Related Items HTML 96K
(Details)
76: R57 Restructuring Charges , Additional Information HTML 71K
(Details)
77: R58 Restructuring Charges (Details) HTML 80K
78: R59 Special Charge (Details) HTML 39K
79: R60 Financial Instruments , Investments by Category HTML 160K
and Related Balance Sheet Presentation (Details)
80: R61 Financial Instruments , AFS in Continuous Loss HTML 80K
Position (Details)
81: R62 Financial Instruments , Unobservable Inputs, and HTML 63K
Items Measured at Fair Value on a Recurring Basis
that Used Significant Unobservable Inputs (Level
3) (Details)
82: R63 Financial Instruments , Activity Related to the HTML 70K
Company's Investment Portfolio and
Available-for-sale Debt Securities Contractual
Maturities (Details)
83: R64 Financial Instruments , Additional Information HTML 71K
(Details)
84: R65 Goodwill and Other Intangible Assets , Changes in HTML 70K
Goodwill (Details)
85: R66 Goodwill and Other Intangible Assets , Intangible HTML 62K
Assets (Details)
86: R67 Goodwill and Other Intangible Assets , HTML 53K
Amortization Expense (Details)
87: R68 Financing Arrangements , Current Debt Obligations HTML 69K
(Details)
88: R69 Financing Arrangements , Additional Information HTML 131K
(Details)
89: R70 Financing Arrangements , Long-term Debt (Details) HTML 141K
90: R71 Financing Arrangements , Long-term Debt Maturities HTML 61K
(Details)
91: R72 Derivatives and Currency Exchange Risk Management HTML 70K
, Freestanding Derivative Contracts and Cash Flow
Hedges (Details)
92: R73 Derivatives and Currency Exchange Risk Management HTML 46K
, Derivative Gains (Losses) Not Designated as
Hedging Instruments (Details)
93: R74 Derivatives and Currency Exchange Risk Management HTML 51K
, Gross Gains (Losses) Recognized in AOCI and
Recognized in Income (Details)
94: R75 Derivatives and Currency Exchange Risk Management HTML 64K
, Fair Value Hedges (Details)
95: R76 Derivatives and Currency Exchange Risk Management HTML 81K
, Balance Sheet Presentation (Details)
96: R77 Derivatives and Currency Exchange Risk Management HTML 52K
, Derivative Assets and Liabilities Measured at
Fair Value on a Recurring Basis (Details)
97: R78 Derivatives and Currency Exchange Risk Management HTML 108K
, Offsetting of Assets and Liabilities (Details)
98: R79 Derivatives and Currency Exchange Risk Management HTML 41K
, Concentrations of Credit Risk (Details)
99: R80 Inventories (Details) HTML 48K
100: R81 Property, Plant, and Equipment (Details) HTML 67K
101: R82 Shareholders' Equity (Details) HTML 86K
102: R83 Stock Purchase and Award Plans , Additional HTML 86K
Information (Details)
103: R84 Stock Purchase and Award Plans , Valuation HTML 52K
Assumptions (Details)
104: R85 Stock Purchase and Award Plans , Stock-based HTML 66K
Compensation Expense (Details)
105: R86 Stock Purchase and Award Plans , Stock Options HTML 98K
Activity (Details)
106: R87 Stock Purchase and Award Plans , Restricted Stock HTML 68K
Award Activity (Details)
107: R88 Income Taxes , Components of Income Before Income HTML 44K
Taxes, Based on Jurisdiction (Details)
108: R89 Income Taxes , Income Tax Provision (Details) HTML 59K
109: R90 Income Taxes , Additional Information (Details) HTML 133K
110: R91 Income Taxes , Schedule of Deferred Tax Assets and HTML 110K
Liabilities (Details)
111: R92 Income Taxes , Effective Income Tax Rate HTML 76K
Reconciliation (Details)
112: R93 Income Taxes , Reconciliation of Beginning and HTML 61K
Ending Amount of Unrecognized Tax Benefits
(Details)
113: R94 Earnings Per Share (Details) HTML 77K
114: R95 Retirement Benefit Plans , Additional Information HTML 149K
(Details)
115: R96 Retirement Benefit Plans , Change in Benefit HTML 164K
Obligation and Funded Status (Details)
116: R97 Retirement Benefit Plans , Net Periodic Cost and HTML 92K
AOCI (Details)
117: R98 Retirement Benefit Plans , Actuarial Assumptions HTML 93K
and Plan Assets Target Allocations (Details)
118: R99 Retirement Benefit Plans , Fair Value Measurement HTML 123K
(Details)
119: R100 Retirement Benefit Plans , Future Benefit Payments HTML 58K
(Details)
120: R101 Leases (Details) HTML 81K
121: R102 Accumulated Other Comprehensive (Loss) Income HTML 83K
(Details)
122: R103 Commitments and Contingencies (Details) HTML 88K
123: R104 Quarterly Financial Data (Unaudited) (Details) HTML 60K
124: R105 Segment and Geographic Information , Additional HTML 41K
Information (Details)
125: R106 Segment and Geographic Information , Net Sales by HTML 54K
Reportable Segment (Details)
126: R107 Segment and Geographic Information , HTML 85K
Reconciliation of Income Before Provision for
Income Taxes from Segments to Consolidated
(Details)
127: R108 Segment and Geographic Information , HTML 65K
Reconciliation of Assets and Depreciation Expense
from Segments to Consolidated (Details)
128: R109 Segment and Geographic Information , Schedule of HTML 61K
Net Sales to External Customers and Property,
Plant, and Equipment, Net, by Geographic Region
(Details)
129: R110 Guarantor Financial Information , Additional HTML 57K
Information (Details)
130: R111 Guarantor Financial Information , Consolidating HTML 328K
Statement of Comprehensive Income (Details)
131: R112 Guarantor Financial Information , Condensed HTML 313K
Consolidating Balance Sheet (Details)
132: R113 Guarantor Financial Information , Condensed HTML 238K
Consolidating Statement of Cash Flows (Details)
133: R114 Schedule II (Details) HTML 59K
135: XML IDEA XML File -- Filing Summary XML 242K
134: EXCEL IDEA Workbook of Financial Reports XLSX 222K
14: EX-101.INS XBRL Instance -- mdt-20180427 XML 14.70M
16: EX-101.CAL XBRL Calculations -- mdt-20180427_cal XML 519K
17: EX-101.DEF XBRL Definitions -- mdt-20180427_def XML 1.81M
18: EX-101.LAB XBRL Labels -- mdt-20180427_lab XML 3.67M
19: EX-101.PRE XBRL Presentations -- mdt-20180427_pre XML 2.41M
15: EX-101.SCH XBRL Schema -- mdt-20180427 XSD 320K
136: ZIP XBRL Zipped Folder -- 0001613103-18-000024-xbrl Zip 769K
| Exhibit |
Exhibit 10.50 | ||||
1. | The Option. Medtronic plc, an Irish public limited company (the “Company”), hereby grants to you, the individual named above, as of the above Grant Date, an option (the “Option”) to purchase the above number of ordinary shares of the Company, par value $0.0001 per share (the “Common Stock”), for the above Option Price Per Share, on the terms and conditions set forth in this Non-Qualified Stock Option Agreement (this “Agreement”) and in the Medtronic plc Amended
and Restated 2013 Stock Award and Incentive Plan (the “Plan”). In the event of any inconsistency between the terms of the Agreement and the Plan, the terms of the Plan shall govern. Capitalized terms not defined in this Agreement shall have the meanings ascribed to them in the Plan. |
2. | Exercise of Option. The exercise of the Option is subject to the following conditions and restrictions: |
a. | Expiration.
Upon vesting of a portion of the Option, such portion may be exercised in whole or in part until the earlier of (i) the above Expiration Date, or (ii) the expiration of the applicable period following your Termination of Employment, as provided in Sections 2(c), (d) or (e) below. |
b. | Schedule of Exercisability. The Option shall become vested and exercisable to the extent of 25% of the above number of shares of Common Stock on each of the first, second, third and fourth anniversaries of the Grant Date. Once a portion of the Option has become exercisable, that portion may be exercised at any time thereafter, subject to the provisions of Section 2(a) above. |
c. | Death.
Notwithstanding the schedule of exercisability set forth in Section 2(b) above, the Option shall become immediately exercisable in full upon your death, and may be exercised by your Successor (as defined below) at any time, or from time to time, within five years after the date of your death, subject to Section 2(g) below. For purposes of this Agreement, the term “Successor” shall mean the legal representative of your estate or the person or persons who may, by bequest, inheritance or valid beneficiary designation (as provided in Section 15.7 of the Plan), acquire the right to exercise the Option |
d. | Disability or Retirement. Notwithstanding the schedule of exercisability
set forth in Section 2(b) above, the Option shall become immediately exercisable in full upon your Disability or Retirement (as each such term is defined below), and you may exercise your Option at any time, or from time to time, within five years after the date of Retirement or determination of Disability, subject to Section 2(g) below. For purposes of this Agreement, the terms “Disability” and “Retirement” shall have the meanings ascribed to those terms under any retirement plan of the Company which is qualified under Section 401 of the Code (which currently provides for retirement on or after age 55, provided you have been employed by the Company and/or one or more Affiliates for at least ten years, or retirement on or after age 62), or under any disability or retirement plan of
the Company or any Affiliate applicable to you due to employment by a non-U.S. Affiliate or employment in a non-U.S. location, or as otherwise determined by the Committee. |
e. | Termination for Any Other Reason. In the event you incur a Termination of Employment for any reason other than those specified in Sections 2(c) and 2(d), any unvested portion of the Option will terminate as of 11:00 p.m. CT (midnight ET) on the date of your Termination of Employment. You may exercise that portion of the Option that was vested but unexercised as of the date of your Termination of Employment for ninety (90)
days following the date of your Termination of Employment, subject to Section 2(g) below. At 11:00 p.m. CT (midnight ET) on the date that is 90 days after the date of your Termination of Employment, the Option will expire. |
f. | Change of Control. Notwithstanding any other provision of this Agreement, the Option shall be subject to the provisions of Section 10.1 of the Plan. |
g. | Expiration
of Term. Notwithstanding the foregoing paragraphs (a)−(f), in no event shall the Option be exercisable after the Expiration Date. |
3. | Manner of Exercise. To exercise your Option, you must deliver notice of exercise (the “Notice”) to the administrator (the “Administrator”) designated by the Company to provide services relating to the administration of the Plan at the time of your exercise. The Notice must be given in the manner specified by the Administrator and must specify the number of shares of Common Stock (the “Shares”) as to which the Option
is being exercised and must be accompanied by payment of the purchase price for the Shares. Payment of the purchase price may be in cash or by check. To the extent permissible under applicable law, payment of the purchase price may also be made by instructing the Company to withhold a number of Shares having a Fair Market Value (based on the Fair Market Value of the Common Stock on the date the applicable Option is exercised) equal to the product of (i) the exercise price multiplied by (ii) the number of Shares in respect of which the Option shall have been exercised. |
4. | Withhold Taxes. You are responsible for payment of any federal, state, local or other taxes which must be withheld upon the exercise of the Option, and you must promptly pay to the Company any such taxes. The Company and its subsidiaries are authorized to deduct from any payment owed to you any taxes required to be withheld with respect to the Shares, including social security and Medicare (FICA) taxes and federal,
state and local income tax with respect to income arising from the exercise of the Option. The Company shall have the right to require the payment of any such taxes before issuing any Shares pursuant to an exercise of the Option. In lieu of all or any part of a cash payment, to the extent permissible under applicable law, you may elect to have a portion of the Shares otherwise issuable upon exercise of the Option withheld by the Company to satisfy all or part of the withholding tax requirements relating to the Option exercise with such Shares valued in the same manner as used in computing such withholding taxes. Any fractional Share amount due relating to such tax withholding will be rounded up to the nearest whole Share and the additional amount will be added to your federal withholding. |
5. | Forfeitures.
If you have received or been entitled to receive payment in cash, delivery of Common Stock or a combination thereof pursuant to this Agreement within the period beginning six months prior to the date of your Termination of Employment and ending twelve months following the date of your Termination of Employment, the Company, in its sole discretion, may require you to return or forfeit the cash and/or Common Stock received or receivable with respect to this Option (or its economic value as of the date of the exercise of the Option), in the event that you engage in any of the following activities: |
a. | performing services for or on behalf of any competitor of, or competing
with, the Company or any Affiliate, within six months of the date of your Termination of Employment; |
b. | unauthorized disclosure of material proprietary information of the Company or any Affiliate; |
c. | a violation of applicable business ethics policies or business policies of the
Company or any Affiliate; or |
d. | any other occurrence determined by the Committee. |
6. | Conversion to Stock Settled Appreciation Rights. At any time following the Grant Date, the Company may convert this Option to a stock-settled Stock Appreciation Right. Upon exercise of a stock-settled Stock
Appreciation Right, you shall receive shares of Common Stock with a value equal to the excess of (1) the Fair Market Value of the Shares on the date of exercise over (2) the Option Price Per Share multiplied by the number of Shares. |
7. | Governing Law, Venue and Personal Jurisdiction. Notwithstanding anything contrary in the Plan, the validity, enforceability, construction and interpretation of the Plan or Agreement shall be governed by the laws of the State of Minnesota. You irrevocably waive any right to have the laws of any state or nation or other legal jurisdiction other than the State of Minnesota apply to the Plan or Agreement. Any dispute regarding the Plan or Agreement
shall be exclusively decided by a state court in the State of Minnesota, and you irrevocably waive any right to have any such disputes decided in any jurisdiction or venue other than a state court in the State of Minnesota. You irrevocably consent to the personal jurisdiction of the state courts in the State of Minnesota for the purposes of any action arising out of or related to the Plan or Agreement, and irrevocably waive any right to remove any case commenced by Medtronic from a state court in the State of Minnesota to any federal court. |
8. | Agreement. Your receipt of the Option and this Agreement constitutes your agreement to be
bound by the terms and conditions of this Agreement and the Plan. |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/22/23 Medtronic plc 10-K 4/28/23 134:23M 6/23/22 Medtronic plc 10-K 4/29/22 130:25M 6/25/21 Medtronic plc 10-K 4/30/21 131:25M |