Medtronic PLC

1. 1

   Election of Directors

   ManagementBoard: FOR

   Election of twelve director nominees named in this proxy statement to hold office until the 2026 AGM.

2. 2

   Ratification of Independent Auditor and Authorization to Set Auditor Remuneration

   ManagementBoard: FOR

   Ratification of PricewaterhouseCoopers LLP as the Company’s independent auditor for fiscal year 2026 and authorizing the Board, via the Audit Committee, to set the auditor remuneration.

3. 3

   Advisory Resolution to Approve Named Executive Officer Compensation (Say-On-Pay

   ManagementBoard: FOR

   Advisory, non-binding vote to approve the compensation of the named executive officers as disclosed in the proxy.

4. 4

   Renewing the Board’s Authority to Issue Shares Under Irish Law

   ManagementBoard: FOR

   To authorize the Board to issue up to 20% of issued share capital for 18 months.

5. 5

   Renewing the Board Authority to Opt Out of Pre-Emption Rights Under Irish Law

   ManagementBoard: FOR

   To authorize the Board to opt out of pre-emption rights for up to 20% of issued share capital for 18 months, conditional on Proposal 4.

6. 6

   Authorization of the Company and Any Subsidiary of the Company to Make Overseas Market Purchases of Medtronic Ordinary Shares

   ManagementBoard: FOR

   To authorize the Company and subsidiaries to make overseas market purchases up to 128,287,833 shares (10% of issued shares) over 18 months.

7. 7

   Amendment of Article 177 of the Company’s Articles of Association to Facilitate the Capitalization of Certain of the Company’s Non-Distributable Reserves

   ManagementBoard: FOR

   To authorize capitalization of non-distributable reserves and update related provisions; capitalization to be followed by capitalization of share premium and possible distribution of shares.

8. 8

   Approval of a Capital Reduction to Create Distributable Reserves under Irish Law

   ManagementBoard: FOR

   To reduce share premium and create distributable reserves; capital reduction approved subject to Irish High Court confirmation.

9. 9

   Amendment of the Company’s Articles of Association to Update the Advance Notice Provisions

   ManagementBoard: FOR

   To update advance notice provisions to align with governance norms and SEC universal proxy rules; amendments include deadlines and disclosure requirements.

Upcoming shareholder meetings at Medtronic PLC’s closest sector peers — compare boards, ballots, and ownership across the cohort.

When is the Medtronic PLC 2025 annual meeting?

Medtronic PLC (MDT) holds its 2025 annual shareholder meeting on Thursday, October 16, 2025.

What is the record date for the Medtronic PLC 2025 meeting?

The record date for the Medtronic PLC 2025 meeting is Friday, August 22, 2025. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Medtronic PLC's 2025 meeting?

The board is presenting 12 director nominees at the Medtronic PLC 2025 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Medtronic PLC 2025 meeting?

Shareholders will vote on 9 proposals at the Medtronic PLC 2025 meeting, each tagged with who proposed it and the board's recommendation.