Report of Independent Registered Public Accounting Firm To the Board of Directors and Shareholders of Medtronic plc Opinions on the Financial Statements and Internal Control over Financial Reporting We have audited the accompanying consolidated balance sheets of Medtronic plc and its subsidiaries (the "Company") as of April 24, 2026 and April 25, 2025, and the related consolidated statements of income, of comprehensive income, of equity and of cash flows for each of the three years in the period ended April 24, 2026, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended April 24, 2026 appearing under Item 15(a)(1) (collectively referred to as the "consolidated financial statements"). We also have audited the Company's internal control over financial reporting as of April 24, 2026, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of April 24, 2026 and April 25, 2025, and the results of its operations and its cash flows for each of the three years in the period ended April 24, 2026 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of April 24, 2026, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO. Basis for Opinions The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Annual Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects. Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions. Definition and Limitations of Internal Control over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. 53 Table of Contents Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Critical Audit Matters The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates. Income Tax Reserve for the Uncertain Tax Position Related to Puerto Rico Manufacturing As described in Notes 13 and 18 to the consolidated financial statements, management records reserves for uncertain tax positions related to unresolved matters with the Internal Revenue Service (IRS) and other taxing authorities. A remaining unresolved issue with the IRS relates to the allocation of income between Medtronic, Inc. and its wholly-owned subsidiary operating in Puerto Rico, which is one of the Company’s manufacturing sites. These reserves are subject to a high degree of estimation and management judgment. Total reserves relating to uncertain tax positions as of April 24, 2026 were $2.951 billion, of which the Puerto Rico manufacturing reserve makes up a significant portion. The principal considerations for our determination that performing procedures relating to the income tax reserve for the uncertain tax position related to Puerto Rico manufacturing is a critical audit matter are (i) the significant judgment by management when determining the reserve, including a high degree of estimation uncertainty relative to the unresolved issue with the IRS involving one of the Company’s manufacturing sites; and (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating audit evidence related to management’s measurement of the income tax reserve for the uncertain tax position related to Puerto Rico manufacturing, as the nature of the evidence is often highly subjective. Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the recognition of the income tax reserves for uncertain tax positions, as well as controls over measurement of the reserve for the uncertain tax position related to Puerto Rico manufacturing. These procedures also included, among others, (i) testing management’s process for determining the reserve, (ii) evaluating the status and results of the related U.S. Tax Court case, and (iii) evaluating the consistency of the reserve calculation with the relevant documents related to the U.S. Tax Court case. Evaluating the reasonableness of the measurement of the reserve included evaluating whether the methodology and assumptions used by the Company were consistent with the U.S. Tax Court’s ruling. /s/ PricewaterhouseCoopers LLP Minneapolis, Minnesota June 18, 2026 We have served as the Company’s auditor since 1963. 54 Table of Contents Medtronic plc Consolidated Statements of Income Fiscal Year (in millions, except per share data) 2026 2025 2024 Net sales $ 36,364 $ 33,537 $ 32,364 Costs and expenses: Cost of products sold, excluding amortization of intangible assets 12,721 11,632 11,216 Research and development expense 2,873 2,732 2,735 Selling, general, and administrative expense 11,784 10,849 10,736 Amortization of intangible assets 1,772 1,807 1,693 Restructuring charges, net 249 267 226 Certain litigation charges, net 113 317 149 Other operating expense (income), net 386 (23) 464 Operating profit 6,467 5,955 5,144 Other non-operating expense (income), net (384) (402) (412) Interest expense, net 715 729 719 Income before income taxes 6,136 5,628 4,837 Income tax provision 1,299 936 1,133 Net income 4,837 4,691 3,705 Net income attributable to noncontrolling interests (37) (29) (28) Net income attributable to Medtronic $ 4,801 $ 4,662 $ 3,676 Basic earnings per share $ 3.75 $ 3.63 $ 2.77 Diluted earnings per share $ 3.73 $ 3.61 $ 2.76 Basic weighted average shares outstanding 1,281.8 1,285.6 1,327.7 Diluted weighted average shares outstanding 1,288.1 1,289.9 1,330.2 The accompanying notes are an integral part of these consolidated financial statements. 55 Table of Contents Medtronic plc Consolidated Statements of Comprehensive Income Fiscal Year (in millions) 2026 2025 2024 Net income $ 4,837 $ 4,691 $ 3,705 Other comprehensive income (loss), net of tax: Unrealized gain (loss) on investment securities 48 149 46 Translation adjustment 387 853 (848) Net investment hedges (427) (1,474) 633 Net change in retirement obligations 143 (110) 212 Unrealized gain (loss) on cash flow hedges 31 (381) 136 Other comprehensive income (loss) 181 (964) 178 Comprehensive income including noncontrolling interests 5,018 3,727 3,883 Comprehensive income attributable to noncontrolling interests (35) (31) (27) Comprehensive income attributable to Medtronic $ 4,984 $ 3,696 $ 3,856 The accompanying notes are an integral part of these consolidated financial statements. 56 Table of Contents Medtronic plc Consolidated Balance Sheets (in millions, except share amounts) April 24, 2026 April 25, 2025 ASSETS Current assets: Cash and cash equivalents $ 1,949 $ 2,218 Investments 7,271 6,747 Accounts receivable, less allowance for credit losses of $190 and $199, respectively 6,643 6,515 Inventories 5,951 5,476 Other current assets 2,972 2,858 Total current assets 24,787 23,814 Property, plant, and equipment, net 7,417 6,837 Goodwill 42,587 41,737 Other intangible assets, net 10,146 11,667 Tax assets 3,943 4,040 Other assets 4,147 3,584 Total assets $ 93,028 $ 91,680 LIABILITIES AND EQUITY Current liabilities: Current debt obligations $ 1,788 $ 2,874 Accounts payable 2,644 2,449 Accrued compensation 2,678 2,514 Accrued income taxes 914 1,358 Other accrued expenses 3,634 3,683 Total current liabilities 11,658 12,879 Long-term debt 26,173 25,642 Accrued compensation and retirement benefits 1,193 1,158 Accrued income taxes 1,515 1,574 Deferred tax liabilities 362 403 Other liabilities 2,055 1,769 Total liabilities 42,956 43,424 Commitments and contingencies (Notes 3, 16, and 18) Shareholders’ equity: Ordinary shares— par value $0.0001, 2.6 billion shares authorized, 1,280,177,293 and 1,281,934,628 shares issued and outstanding, respectively — — Additional paid-in capital 20,926 20,833 Retained earnings 32,638 31,476 Accumulated other comprehensive loss (4,101) (4,284) Total shareholders’ equity 49,463 48,024 Noncontrolling interests 609 232 Total equity 50,072 48,256 Total liabilities and equity $ 93,028 $ 91,680 The accompanying notes are an integral part of these consolidated financial statements. 57 Table of Contents Medtronic plc Consolidated Statements of Equity Ordinary Shares Additional Paid-in Capital Retained Earnings Accumulated Other Comprehensive (Loss) Income Total Shareholders’ Equity Noncontrolling Interests Total Equity (in millions, except per share data) Number Par Value April 28, 2023 1,331 $ — $ 24,590 $ 30,392 $ (3,499) $ 51,483 $ 182 $ 51,665 Net income — — — 3,676 — 3,676 28 3,705 Other comprehensive income (loss) — — — — 180 180 (2) 178 Dividends to shareholders ($2.76 per ordinary share) — — — (3,666) — (3,666) — (3,666) Issuance of shares under stock purchase and award plans 6 — 231 — — 231 — 231 Repurchase of ordinary shares (25) — (2,084) — — (2,084) — (2,084) Stock-based compensation — — 393 — — 393 — 393 Changes to noncontrolling ownership interests — — — — — — (2) (2) April 26, 2024 1,311 $ — $ 23,129 $ 30,403 $ (3,318) $ 50,214 $ 206 $ 50,420 Net income — — — 4,662 — 4,662 29 4,691 Other comprehensive income (loss) — — — — (966) (966) 2 (964) Dividends to shareholders ($2.80 per ordinary share) — — — (3,589) — (3,589) — (3,589) Issuance of shares under stock purchase and award plans 9 — 440 — — 440 — 440 Repurchase of ordinary shares (38) — (3,166) — — (3,166) — (3,166) Stock-based compensation — — 429 — — 429 — 429 Changes to noncontrolling ownership interests — — — — — — (6) (6) April 25, 2025 1,282 $ — $ 20,833 $ 31,476 $ (4,284) $ 48,024 $ 232 $ 48,256 Net income — — — 4,801 — 4,801 37 4,837 Other comprehensive income (loss) — — — — 183 183 (2) 181 Dividends to shareholders ($2.84 per ordinary share) — — — (3,639) — (3,639) — (3,639) Issuance of shares under stock purchase and award plans 8 — 426 — — 426 — 426 Repurchase of ordinary shares (10) — (944) — — (944) — (944) Stock-based compensation — — 457 — — 457 — 457 MiniMed IPO — — 157 — — 157 381 538 Changes to noncontrolling ownership interests — — — — — — (39) (39) April 24, 2026 1,280 $ — $ 20,926 $ 32,638 $ (4,101) $ 49,463 $ 609 $ 50,072 The accompanying notes are an integral part of these consolidated financial statements. 58 Table of Contents Medtronic plc Consolidated Statements of Cash Flows 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 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) (3) Net cash used in financing activities (4,751) (4,361) (4,450) Effect of exchange rate changes on cash and cash equivalents 85 188 (230) Net change in cash and cash equivalents (269) 934 (259) Cash and cash equivalents at beginning of period 2,218 1,284 1,543 Cash and cash equivalents at end of period $ 1,949 $ 2,218 $ 1,284 Supplemental Cash Flow Information Cash paid for: Income taxes $ 1,942 $ 1,819 $ 1,622 Interest 774 762 826 The accompanying notes are an integral part of these consolidated financial statements. 59 Table of Contents Medtronic plc Notes to Consolidated Financial Statements 1. Summary of Significant Accounting Policies Nature of Operations Medtronic plc (Medtronic or the Company) is the leading global healthcare technology company – alleviating pain, restoring health, and extending life for millions of people around the world. The Company provides innovative products and therapies to serve healthcare systems, physicians, clinicians, and patients. Medtronic was founded in 1949 and is headquartered in Galway, Ireland. In May 2025, the Company announced its intent to separate the Diabetes Business, with the intention to create a new independent, publicly traded company, MiniMed Group, Inc. (MiniMed). On March 9, 2026, MiniMed completed an initial public offering (the IPO). Due to the Company retaining a controlling financial interest, the consolidated financial statements include the financial results of MiniMed. Refer to Note 20 for additional information on the MiniMed separation. Principles of Consolidation The consolidated financial statements include the accounts of Medtronic plc, its wholly-owned subsidiaries, entities for which the Company has a controlling financial interest, and variable interest entities for which the Company is the primary beneficiary. Intercompany transactions and balances have been fully eliminated in consolidation. Certain reclassifications have been made to prior year financial statements to conform to classifications used in the current year. Amounts reported in millions within this annual report are computed based on the actual amounts, and therefore, the sum of the components may not equal the total amount reported in millions due to rounding. Additionally, certain columns and rows within tables may not sum due to rounding. Use of Estimates The preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States (U.S.) (U.S. GAAP) requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Estimates are used when accounting for items such as income taxes, contingencies, goodwill, intangible assets, equity investments, and liability valuations. Actual results may or may not differ from those estimates. Fiscal Year-End The Company utilizes a 52/53-week fiscal year, ending the last Friday in April, for the presentation of its consolidated financial statements and related notes thereto at April 24, 2026 and April 25, 2025 and for each of the three fiscal years ended April 24, 2026 (fiscal year 2026), April 25, 2025 (fiscal year 2025), and April 26, 2024 (fiscal year 2024). Cash Equivalents The Company considers highly liquid investments with maturities of three months or less from the date of purchase to be cash equivalents. These investments are carried at cost, which approximates fair value. Investments The Company invests in marketable debt and equity securities, investments for which the Company has elected the fair value option, investments that do not have readily determinable fair values, and investments accounted for under the equity method. Marketable debt securities are classified and accounted for as available-for-sale. These investments are recorded at fair value in the consolidated balance sheets. The change in fair value for available-for-sale securities is recorded, net of taxes, as a component of accumulated other comprehensive loss on the consolidated balance sheets. The Company determines the appropriate classification of its investments in marketable debt securities at the time of purchase and reevaluates such determinations at each balance sheet date. The classification of marketable debt securities as current or long-term is based on the nature of the securities and the availability for use in current operations consistent with the Company's management of its capital structure and liquidity. Certain of the Company’s investments in marketable equity securities and other securities are long-term, strategic investments in companies that are in various stages of development and are primarily included in other assets on the consolidated balance sheets. Marketable equity securities are recorded at fair value in the consolidated balance sheets. The change in fair value of marketable equity securities is recognized within other non-operating expense (income), net in the consolidated statements of income. At each reporting period, the Company makes a qualitative assessment considering impairment indicators to evaluate whether the investment is impaired. Equity method investments for which the Company has elected the fair value option are valued using a discounted cash flow methodology, taking into consideration various assumptions including discount rate and all pertinent financial information available related to the investees, including the timing of anticipated product launches, historical financial results, and projections of future cash flows. Equity investments that do not have readily determinable fair values are measured using the measurement alternative at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for an identical or similar investment of the same issuer. Equity securities accounted for under the equity method are initially recorded at the amount of the Company’s investment and are adjusted each period for the Company’s share of the investee’s income or loss and dividends paid. Securities accounted for under the equity method are reviewed quarterly for changes in circumstance or the occurrence of events that suggest other than temporary impairment has occurred. Accounts Receivable and Allowance for Credit Losses The Company grants credit to customers in the normal course of business and maintains an allowance for credit losses. When evaluating allowances for credit losses, the Company considers various factors, including historical experience and customer-specific information. Uncollectible accounts are written-off against the allowance when it is deemed that a customer account is uncollectible. 60 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Inventories Inventories are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out basis. The Company reduces the carrying value of inventories for items that are potentially excess, obsolete, or slow-moving based on changes in customer demand, technology developments, or other economic factors. Property, Plant, and Equipment Property, plant, and equipment is stated at cost and depreciated over the useful lives of the assets using the straight-line method. Additions and improvements that extend the lives of the assets are capitalized, while expenditures for repairs and maintenance are expensed as incurred. The Company assesses property, plant, and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of asset groupings may not be recoverable. The cost of interest that is incurred in connection with significant ongoing construction projects is capitalized using a weighted average interest rate. These costs are included in property, plant, and equipment and amortized over the useful life of the related asset. Upon retirement or disposal of property, plant, and equipment, the costs and related amounts of accumulated depreciation or amortization are eliminated from the asset and accumulated depreciation accounts. The difference, if any, between the net asset value and the proceeds, is recognized in earnings. Goodwill and Intangible Assets Goodwill is the excess of the purchase price over the estimated fair value of identified net assets of acquired businesses. The Company assesses goodwill for impairment annually in the third quarter of the fiscal year and whenever an event occurs or circumstances change that would indicate the carrying amount may be impaired. Impairment testing for goodwill is performed at a reporting unit level. The Company calculates the excess of each reporting unit's fair value over its carrying amount, including goodwill, utilizing a discounted cash flow analysis and revenue and earnings multiples using comparable public company information. The test for impairment of goodwill requires the Company to make several estimates related to projected future cash flows and appropriate multiples to determine the fair value of the goodwill reporting units. Significant assumptions used in the reporting unit fair value measurements include forecasted cash flows, including revenue and expense growth rates, discount rates, and revenue and earnings multiples. An impairment loss is recognized when the carrying amount of the reporting unit’s net assets exceeds the estimated fair value of the reporting unit. Intangible assets include patents, trademarks, tradenames, customer relationships, purchased technology, and in-process research and development (IPR&D). Intangible assets with a definite life are amortized on a straight-line basis with estimated useful lives typically ranging from three to 20 years. Amortization is recognized within amortization of intangible assets in the consolidated statements of income. Intangible assets with a definite life are tested for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset group, which includes intangible assets, may not be recoverable. When events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable, the Company compares the asset group's carrying value to its undiscounted future cash flows. If the carrying value is not recoverable, an impairment loss is recognized based on the amount by which the carrying value exceeds the fair value. The fair value of an asset group is estimated by utilizing a discounted cash flow analysis. Acquired IPR&D represents the fair value assigned to those research and development projects that were primarily acquired in a business combination for which the related products have not received regulatory approval and have no alternative future use. IPR&D is capitalized at its fair value as an indefinite-lived intangible asset, and any development costs incurred after the acquisition are expensed as incurred. The fair value of IPR&D is determined by estimating the future cash flows of each project and discounting the net cash flows back to their present values. Upon achieving regulatory approval or commercial viability for the related product, the indefinite-lived intangible asset is accounted for as a definite-lived asset and is amortized on a straight-line basis over the estimated useful life. If the project is not completed or is terminated or abandoned, the Company may have an impairment related to the IPR&D, which is charged to expense. Indefinite-lived intangible assets are tested for impairment annually in the third quarter of the fiscal year, prior to moving to definite-lived, and whenever events or changes in circumstances indicate that the carrying amount may be impaired. Impairment is calculated as the excess of the asset’s carrying value over its fair value. Fair value is generally determined using a discounted future cash flow analysis. IPR&D with no alternative future use acquired outside of a business combination is expensed immediately. Business Combinations The Company accounts for business combinations using the acquisition method. The identifiable assets acquired and liabilities assumed are recognized at their respective fair value as of the acquisition date. The excess of the purchase price over the estimated fair value of identified net assets of the acquired business is recorded as goodwill. Acquisition-related costs associated with business combinations are expensed as incurred and recognized within selling, general, and administrative expense and other operating expense (income), net in the consolidated statements of income. In cases where the Company acquires a business in which it previously held a noncontrolling equity interest, the previously held equity interest is remeasured to fair value as of the acquisition date and included as part of the aggregate purchase price. Any resulting gain or loss from remeasurement of the previously held equity interest is recognized in other non-operating expense (income), net in the consolidated statements of income. The Company records contingent consideration at fair value as of the date of acquisition or divestiture. The fair value of contingent consideration is measured using projected payment dates, discount rates, probabilities of payment, and projected revenues (for revenue- 61 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) based considerations). Projected revenues are based on the Company’s most recent internal operational budgets and long-range strategic plans. The discount rate used is determined at the time of measurement in accordance with accepted valuation methodologies. Changes in projected revenues, probabilities of payment, discount rates, and projected payment dates may result in adjustments to the fair value measurements. Contingent consideration is remeasured each reporting period using Level 3 inputs, and the change in fair value, including accretion for the passage of time, is recognized as income or expense within other operating expense (income), net in the consolidated statements of income. Contingent consideration payments made or received soon after the acquisition date are classified as investing activities in the consolidated statements of cash flows. Contingent consideration payments not made or received soon after the acquisition date that are related to the acquisition date fair value are reported as financing activities in the consolidated statements of cash flows, and amounts paid or received in excess of the original acquisition date fair value are reported as operating activities in the consolidated statements of cash flows. Retirement Benefit Plan Assumptions The Company sponsors various retirement benefit plans, including defined benefit pension plans, post-retirement medical plans, defined contribution savings plans, and termination indemnity plans, covering substantially all U.S. employees and many employees outside the U.S. Refer to Note 15 for assumptions used in determining pension and post-retirement benefit costs and liabilities. Derivatives The Company recognizes all derivative financial instruments in its consolidated financial statements at fair value in accordance with authoritative guidance on derivatives and hedging, and presents assets and liabilities associated with derivative financial instruments on a gross basis in the consolidated financial statements. For derivative instruments that are designated and qualify as hedging instruments, the hedging instrument must be designated as a fair value hedge, cash flow hedge, or hedges of net investments, based upon the exposure being hedged. Refer to Note 7 for additional information on the Company's derivative instruments and hedging programs. Fair Value Measurements The Company follows the authoritative guidance on fair value measurements and disclosures with respect to assets and liabilities that are measured at fair value on both a recurring and nonrecurring basis. Fair value is defined as the exit price, or the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants as of the measurement date. The authoritative guidance also establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability, based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors market participants would use in valuing the asset or liability developed based upon the best information available in the circumstances. The categorization of financial assets and financial liabilities within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The hierarchy is broken down into three levels defined as follows: •Level 1 - Inputs are quoted prices in active markets for identical assets or liabilities. •Level 2 - Inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs (other than quoted prices) that are observable for the asset or liability, either directly or indirectly. •Level 3 - Inputs are unobservable for the asset or liability. Financial assets that are classified as Level 1 securities include highly liquid government bonds within U.S. government and agency securities, mutual funds, short-term investments, and equity securities for which quoted market prices are available. In addition, the Company classifies currency exchange rate contracts as Level 1 since they are valued using quoted market prices in active markets which have identical assets or liabilities. The valuation for most fixed maturity securities are classified as Level 2. Financial assets that are classified as Level 2 include corporate debt securities, government and agency securities, other asset-backed securities, and mortgage-backed securities whose value is determined using inputs that are observable in the market or may be derived principally from, or corroborated by, observable market data such as pricing for similar securities, recently executed transactions, cash flow models with yield curves, and benchmark securities. In addition, total return swaps are included in Level 2 as the Company uses inputs other than quoted prices that are observable for the asset. The Level 2 derivative instruments are primarily valued using standard calculations and models that use readily observable market data as their basis. Financial assets are considered Level 3 when their fair values are determined using pricing models, discounted cash flow methodologies, or similar techniques, and at least one significant model assumption or input is unobservable. Financial assets that are classified as Level 3 include certain investment securities for which there is limited market activity such that the determination of fair value requires significant judgment or estimation, equity method investments for which the Company has elected the fair value option, and auction rate securities. The investment securities with limited market activity are valued using third-party pricing sources that incorporate transaction details such as contractual terms, maturity, timing, and amount of expected future cash flows, as well as assumptions about liquidity and credit valuation 62 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) adjustments by market participants. The fair value of auction rate securities is estimated by the Company using a discounted cash flow model, which incorporates significant unobservable inputs. The significant unobservable inputs used in the fair value measurement of the Company’s auction rate securities are years to principal recovery and the illiquidity premium that is incorporated into the discount rate. Valuation techniques for investments valued using the fair value option are included in the "Investments" section above. For goodwill, other intangible assets, and IPR&D, inputs used in the fair value analysis fall within Level 3 of the fair value hierarchy due to the use of significant unobservable inputs to determine fair value. Certain investments for which the fair value is measured using the net asset value per share (or its equivalent) practical expedient are excluded from the fair value hierarchy. Financial assets for which the fair value is measured using the net asset value per share practical expedient include equity and fixed income commingled trusts, partnership units, and registered investment companies. Revenue Recognition The Company primarily sells its products through direct sales representatives and independent distributors. Additionally, a portion of the Company's revenue is generated from consignment inventory maintained at hospitals and royalty and intellectual property arrangements. The Company recognizes revenue when control is transferred to the customer. For products sold through direct sales representatives and independent distributors, control is typically transferred upon shipment or upon delivery, based on the contract terms and legal requirements. For certain of our capital equipment, control is transferred upon installation. For consignment inventory, control is transferred when the product is used or implanted. Payment terms vary depending on the country of sale, type of customer, and type of product. If a contract contains more than one performance obligation, the transaction price is allocated to each performance obligation based on relative standalone selling price. Shipping and handling is treated as a fulfillment activity rather than a promised service, and therefore, is not considered a performance obligation. Taxes assessed by a governmental authority that are both imposed on, and concurrent with, a specific revenue producing transaction and collected by the Company from customers (for example, sales, use, value added, and some excise taxes) are not included in revenue. For contracts that have an original duration of one year or less, the Company uses the practical expedient applicable to such contracts and does not adjust the transaction price for the time value of money. The amount of revenue recognized reflects sales rebates, returns, chargebacks, and other adjustments, which are accounted for as variable consideration. Estimates for rebates are based on sales terms, historical experience, and trend analysis. The Company considers the lag time between the point of sale and the payment of the rebate claim, the stated rebate rates, and other relevant information to estimate rebates. Revenue adjustments related to distributor chargebacks are the difference between distributor sales price and the end-customer negotiated price. The Company records adjustments to sales rebates, returns, and other adjustments reserves as increases or decreases of revenue. A provision for outstanding chargebacks is recorded when we recognize revenue from our sale to the distributor and requires estimates for the distributor chargeback rate, expected sell-through levels by the distributors to contracted customers, as well as estimated distributor inventory levels. The Company records a deferred revenue liability if a customer pays consideration, or the Company has the right to invoice, before the Company transfers a good or service to the customer. 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 related to remote monitoring services and equipment maintenance is recognized over the service period as time elapses. Shipping and Handling Shipping and handling costs incurred to physically move product from the Company's premises to the customer's premises are recognized in selling, general, and administrative expense in the consolidated statements of income and were $336 million, $322 million, and $341 million in fiscal years 2026, 2025, and 2024, respectively. Other shipping and handling costs incurred to store, move, and prepare products for shipment are recognized in cost of products sold in the consolidated statements of income. Research and Development Research and development costs are expensed when incurred. Research and development costs include costs of research, engineering, and technical activities to develop a new product or service or make significant improvement to an existing product or manufacturing process. Research and development costs also include pre-approval regulatory and clinical trial expenses and license payments for technology not yet approved by regulators. Contingencies The Company records a liability in the consolidated financial statements on an undiscounted basis for loss contingencies related to legal actions when a loss is known or considered probable and the amount may be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and may be reasonably estimated, the estimated loss or range of loss is disclosed. The Company self-insures the majority of its insurable risks, including medical and dental costs, disability coverage, physical loss to property, business interruptions, workers’ compensation, comprehensive general, and product liability. Insurance coverage is obtained for 63 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) risks required to be insured by law or contract. The Company uses claims data and historical experience, as applicable, to estimate liabilities associated with the exposures that the Company has self-insured. Income Taxes The Company has deferred taxes that arise as a result of the different treatment of transactions for U.S. GAAP and income tax accounting, known as temporary differences. The Company records the tax effect of these temporary differences as deferred tax assets and deferred tax liabilities. Deferred tax assets generally represent items that may be used as a tax deduction or credit in a tax return in future years for which the Company has already recognized the tax benefit in the consolidated statements of income. The Company establishes valuation allowances for deferred tax assets when the amount of expected future taxable income is not likely to support the use of the deduction or credit. Deferred tax liabilities generally represent tax expense for which payment has been deferred or expense has already been taken as a deduction on the Company’s tax return but has not yet been recognized as an expense in the consolidated statements of income. Refer to Note 13 for additional information on the Company's uncertain tax positions and tax policies. Currency Translation and Transaction Assets and liabilities of non-U.S. dollar functional currency entities are translated to U.S. dollars at period-end exchange rates, and the currency impacts arising from the translation of the assets and liabilities are recorded as a cumulative translation adjustment, a component of accumulated other comprehensive loss, on the consolidated balance sheets. Elements of the consolidated statements of income are translated at the average monthly currency exchange rates in effect during the period. Currency transaction gains and losses are included in other operating expense (income), net in the consolidated statements of income. Currency transaction losses for fiscal years 2026, 2025, and 2024 were $57 million, $309 million, and $123 million, respectively. Stock-Based Compensation The Company measures stock-based compensation expense at the grant date based on the fair value of the award and recognizes the compensation expense over the requisite service period, which is generally the vesting period. The amount of stock-based compensation expense recognized during a period is based on the portion of the awards that are expected to vest. The Company estimates pre-vesting forfeitures at the time of grant and revises the estimates in subsequent periods. Restructuring The Company records liabilities for costs associated with exit or disposal activities in the period in which the liability is incurred. Employee termination costs are recognized and measured at fair value when actions are probable and estimable. Additionally, restructuring charges may include fixed asset write-offs and contract termination costs. Refer to Note 4 for additional information on the Company's restructuring activities. Recently Adopted Accounting Standards Income Taxes In December 2023, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2023-09, Improvements to Income Tax Disclosures (Topic 740), which requires incremental annual disclosures on income taxes, including rate reconciliations, income taxes paid, and other disclosures. The Company adopted this guidance prospectively beginning in the fourth quarter of fiscal year 2026. The adoption of this standard did not have a material impact on the Company's consolidated financial statements but did require additional disclosures. Refer to Note 13 for additional information. Not Yet Adopted Accounting Standards Disaggregation of Income Statement Expenses In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses (Subtopic 220-40), which requires tabular disclosures disaggregating certain costs and expenses within relevant income statement captions. The Company will adopt this guidance beginning in the fourth quarter of fiscal year 2028 for our annual report and for interim periods starting in fiscal year 2029. We are currently evaluating the potential effect that the updated standard will have on our financial statement disclosures. Internal-Use Software In September 2025, the FASB issued ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software (Subtopic 350-40), to increase the operability of the recognition guidance by removing all references to "project stages" and clarifying when an entity is required to start capitalizing software costs. This accounting guidance is effective for the Company beginning in the first quarter of fiscal year 2029, with early adoption permitted. We are currently evaluating the potential effect that the updated standard will have on our financial statements. Derivatives and Hedging and Revenue from Contracts with Customers In September 2025, the FASB issued ASU 2025-07, Derivative Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue Contract (Topics 815 and 606). The guidance refines the scope of Topic 815 to clarify which contracts are subject to derivative accounting. This ASU also provides clarification under Topic 606 for share-based payments from a 64 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) customer in a revenue contract. This accounting guidance is effective for the Company beginning in the first quarter of fiscal year 2028, with early adoption permitted. We are currently evaluating the potential effect that the updated standard will have on our financial statements. Government Grants In December 2025, the FASB issued ASU 2025-10, Accounting for Government Grants Received by Business Entities (Topic 832), to establish guidance on the recognition, measurement, and presentation of government grants received by business entities. This accounting guidance is effective for the Company beginning in the first quarter of fiscal year 2030, with early adoption permitted. We are currently evaluating the potential effect that the updated standard will have on our financial statements. 2. Revenue The Company's revenues are principally derived from device-based medical therapies and services related to cardiac rhythm disorders, cardiovascular disease, hypertension, neurological surgery technologies, neurological disorders and diseases, spinal conditions and musculoskeletal trauma, chronic pain, ear, nose, and throat conditions, urological and digestive disorders, advanced and general surgical care products, respiratory and monitoring solutions, and diabetes conditions. The Company's primary customers include healthcare systems, clinics, third-party healthcare providers, distributors, and other institutions, including governmental healthcare programs and group purchasing organizations. Starting in the fourth quarter of fiscal year 2026, the Diabetes Business is no longer considered a reportable segment. Prior period net sales have been recast to conform to the new presentation. 65 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The table below illustrates net sales by segment and division and by market geography for fiscal years 2026, 2025, and 2024. The U.S. revenue includes United States and U.S. territories, and the international revenue includes all other non-U.S. countries. Worldwide Fiscal Year (in millions) 2026 2025 2024 Cardiac Rhythm & Heart Failure $ 7,504 $ 6,392 $ 5,995 Structural Heart & Aortic 3,817 3,554 3,358 Coronary & Peripheral Vascular 2,656 2,535 2,478 Cardiovascular 13,976 12,481 11,831 Cranial & Spinal Technologies 5,222 4,973 4,756 Specialty Therapies 2,997 2,940 2,905 Neuromodulation 2,068 1,932 1,746 Neuroscience 10,287 9,846 9,406 Surgical & Endoscopy 6,764 6,498 6,508 Acute Care & Monitoring 2,051 1,909 1,908 Medical Surgical 8,815 8,407 8,417 Reportable segment net sales 33,079 30,734 29,654 Diabetes 3,112 2,755 2,488 Other operating segment(1) 135 137 221 Other adjustments(2) 39 (90) — Total net sales $ 36,364 $ 33,537 $ 32,364 U.S. International Fiscal Year (in millions) 2026 2025 2024 2026 2025 2024 Cardiovascular $ 6,435 $ 5,804 $ 5,597 $ 7,541 $ 6,677 $ 6,234 Neuroscience 6,875 6,713 6,305 3,412 3,133 3,101 Medical Surgical 3,778 3,664 3,717 5,037 4,744 4,700 Reportable segment net sales 17,088 16,181 15,619 15,991 14,553 14,035 Diabetes 934 923 852 2,178 1,832 1,636 Other operating segment(1) 81 68 91 54 70 131 Other adjustments(2) — — — 39 (90) — Total net sales $ 18,103 $ 17,171 $ 16,562 $ 18,261 $ 16,365 $ 15,802 (1)Includes operations and ongoing transition agreements from businesses the Company has exited or divested. (2)Incremental Italian payback accruals resulting from the two July 22, 2024 rulings by the Constitutional Court of Italy relating to certain prior years since 2015. The amount of revenue recognized is reduced by sales rebates, distributor chargebacks, returns, and other adjustments. Adjustments to rebates, distributor chargebacks, returns reserves, and other adjustments are recorded as increases or decreases to revenue. At April 24, 2026, $1.0 billion and $264 million rebates and other adjustments were classified as other accrued expenses and other liabilities, respectively, and $653 million of distributor chargebacks were classified as a reduction of accounts receivable in the consolidated balance sheets. At April 25, 2025, $1.1 billion and $207 million of rebates and other adjustments were classified as other accrued expenses and other liabilities, respectively, and $680 million of distributor chargebacks were classified as a reduction of accounts receivable in the consolidated balance sheets. During fiscal year 2025, the Company recognized $90 million of incremental Italian payback accruals resulting from the July 22, 2024 rulings by the Constitutional Court of Italy relating to certain prior years since 2015. During fiscal year 2026, the Company decreased its accrual for the Italian payback by $39 million resulting from the June 30, 2025 legislative decree published by the Italian government and formalized into law in August 2025 confirming a reduction of the amounts due for years 2015 to 2018. The changes in estimates related to 66 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) the Italian payback accruals were recognized as adjustments to net sales in the consolidated statements of income. Refer to Note 18 for additional information. During fiscal year 2026 and 2025, other adjustments to variable consideration were not material. Deferred Revenue and Remaining Performance Obligations Deferred revenue at April 24, 2026 and April 25, 2025 was $500 million and $446 million, respectively. At April 24, 2026 and April 25, 2025, $405 million and $354 million was included in other accrued expenses, respectively, and $94 million and $92 million was included in other liabilities, respectively. During fiscal year 2026, the Company recognized $399 million of revenue that was included in deferred revenue as of April 25, 2025. During fiscal year 2025, the Company recognized $320 million of revenue that was included in deferred revenue at April 26, 2024. Remaining performance obligations include goods and services that have not yet been delivered or provided under existing, noncancellable contracts with minimum purchase commitments. At April 24, 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. The Company expects to recognize revenue on the majority of these remaining performance obligations over the next three years. 3. Acquisitions, Dispositions, and Funded Research and Development Arrangements Acquisition Activity The Company had acquisitions during fiscal years 2026, 2025, and 2024 that were accounted for as business combinations. The assets and liabilities of the businesses acquired were recorded and consolidated on the acquisition date at their respective fair values. Goodwill resulting from business combinations is largely attributable to future, yet to be defined technologies, new customer relationships, existing workforce of the acquired businesses, and synergies expected to arise after the Company's acquisition of these businesses. The results of operations of acquired businesses have been included in the Company’s consolidated statements of income since the date each business was acquired. The results of operations of acquired businesses and the pro forma impact of the acquisitions during fiscal years 2026, 2025, and 2024 were not material, either individually or in the aggregate. Purchase price allocation adjustments for fiscal years 2026, 2025, and 2024 business combinations were not material. Fiscal Year 2026 CathWorks Ltd. On April 20, 2026, the Company acquired all the remaining outstanding shares of CathWorks Ltd. (CathWorks), a privately held medical device company. The acquisition expands the Coronary & Peripheral Vascular division within the Cardiovascular portfolio by aiming to transform how coronary artery disease is diagnosed and treated. Prior to the acquisition, the Company held an existing 15% equity interest in CathWorks, a debt investment in CathWorks, and an option to acquire the remaining 85% equity interest. On February 3, 2026, the Company exercised its option to acquire the remaining equity interest in CathWorks. This acquisition was accounted for as a step acquisition at the time of closing. Accordingly, the Company allocated the purchase price of the acquired company to the net tangible assets and intangible assets acquired based upon their preliminary estimated fair values. The Company remeasured the previously held equity interest in CathWorks to its fair value based upon a valuation of the acquired business which was developed using an income approach valuation model. This approach determines fair value based on cash flow projections which are discounted to present value using a risk-adjusted rate of return. The Company remeasured its previously held equity interest to fair value, resulting in a gain of $45 million, representing the difference between the carrying amount of the investment and its fair value at the acquisition date, within other non-operating expense (income), net in the consolidated statements of income during fiscal year 2026. Contingent consideration liabilities recognized in connection with the acquisition are based on future revenue achievements of the acquired business. Revenue and net income (loss) attributable to CathWorks since the date of acquisition included in the consolidated statements of income were not material for fiscal year 2026. 67 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The following tables summarize the preliminary fair value of consideration transferred and the preliminary fair values of the assets acquired and liabilities assumed: (in millions) Cash consideration paid at closing $ 410 Fair value of contingent consideration 115 Total consideration transferred 525 Fair value of previously held equity interest in CathWorks 93 Settlement of debt and accrued interest due from CathWorks 88 Settlement of pre-existing relationships 12 Total purchase price $ 718 (in millions) Current assets $ 17 Property, plant, and equipment, net 11 Goodwill 555 Other intangible assets 200 Other assets 1 Total assets acquired $ 784 Current liabilities $ 7 Accrued income taxes 38 Total current liabilities 45 Deferred tax liabilities 21 Other noncurrent liabilities 1 Total liabilities assumed $ 66 Net assets acquired $ 718 Goodwill was assigned to the Company’s Cardiovascular portfolio and is not deductible for tax purposes. The other intangible assets acquired consists of purchased technology and has an estimated useful life of 10 years. Scientia Vascular Acquisition On June 12, 2026, the Company closed on the acquisition of all outstanding shares of Scientia Vascular (Scientia) (a privately held company). As the Company closed on this acquisition subsequent to April 24, 2026, this acquisition is considered a subsequent event. The acquisition will expand the Neuroscience portfolio through Scientia’s differentiated access products used to treat complex neurovascular conditions. The transaction will be accounted for as a business combination using the acquisition method of accounting. This requires, among other things, that assets acquired and liabilities assumed be recognized at their fair values as of the acquisition date. Due to the limited time since the acquisition date and availability of information, the preliminary acquisition valuation for the business combination is incomplete. As a result, the Company is unable to provide the amounts recognized as of the acquisition date for the major classes of assets acquired and liabilities assumed, including the information required for valuation of intangible assets and goodwill, and the total contingent consideration. We will include such disclosures in our Form 10-Q for the quarter ending July 31, 2026. The Company anticipates total consideration to be comprised of approximately $550 million up-front, subject to customary closing adjustments, and certain revenue and regulatory-based contingent consideration payments up to $375 million. 68 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Fiscal Year 2025 The acquisition date fair value of net assets acquired during fiscal year 2025 was $128 million, consisting of $159 million of assets acquired and $31 million of liabilities assumed. Assets acquired were primarily comprised of $108 million of goodwill and $50 million of IPR&D. The goodwill is not deductible for tax purposes. The Company recognized $20 million of non-cash contingent consideration liabilities in connection with these business combinations during fiscal year 2025, which comprised of other milestone-based payments. Fiscal Year 2024 The acquisition date fair value of net assets acquired during fiscal year 2024 was $335 million, consisting of $338 million of assets acquired and $3 million of liabilities assumed. Assets acquired were primarily comprised of $131 million of goodwill, $150 million of IPR&D, and $29 million of technology-based intangible assets with estimated useful lives of 10 years. For tax purposes, $51 million of goodwill is deductible while $80 million is not deductible. The IPR&D was placed into service as a definite-lived intangible asset during the second quarter of fiscal year 2025. The Company recognized $30 million of non-cash contingent consideration liabilities in connection with these business combinations during fiscal year 2024, which are comprised of revenue and product development milestone-based payments. Disposal Activity Ventilator Product Line Exit In February 2024, the Company announced the decision to exit its ventilator product line and retain and combine the remaining Patient Monitoring and Respiratory Interventions (PMRI) businesses into one business unit called Acute Care and Monitoring (ACM). In connection with this decision, the Company recorded pre-tax charges of $439 million, including $369 million recognized within other operating expense (income), net and $70 million recognized in cost of products sold in the consolidated statements of income in fiscal year 2024. The charges included $371 million of non-cash impairments and write-downs primarily related to $295 million of long-lived asset impairments to write-down the value of related intangible assets to zero and $70 million of inventory-write downs. The other charges primarily related to contract cancellation costs and severance. The Company will continue to honor existing ventilator contracts to serve the needs of its customers and their patients. Contingent Consideration Certain of the Company’s business combinations involve potential payment of future consideration that is contingent upon the achievement of certain product development milestones and/or contingent on the acquired business reaching certain performance milestones. A liability is recorded for the estimated fair value of the contingent consideration on the acquisition date. The fair value of the contingent consideration is remeasured at each reporting period, and the change in fair value is recognized within other operating expense (income), net in the consolidated statements of income. The fair value of contingent consideration liabilities at April 24, 2026 and April 25, 2025 was $163 million and $81 million, respectively. At April 24, 2026, $32 million was recorded in other accrued expenses, and $131 million was recorded in other liabilities on the consolidated balance sheets. At April 25, 2025, $31 million was reflected in other accrued expenses, and $50 million was reflected in other liabilities on the consolidated balance sheets. The following table provides a reconciliation of the beginning and ending balances of contingent consideration liabilities: Fiscal Year (in millions) 2026 2025 Beginning balance $ 81 $ 149 Purchase price contingent consideration 115 20 Payments (28) (86) Change in fair value (5) (2) Ending balance $ 163 $ 81 69 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The recurring Level 3 fair value measurements of contingent consideration for which a liability is recorded include the following significant unobservable inputs: (in millions) Fair Value at April 24, 2026 Unobservable Input Range Weighted Average (1) Revenue and other performance-based payments $ 141 Discount rate 15.0% - 28.2% 16.6% Projected fiscal year of payment 2027 - 2029 2027 Product development and other milestone-based payments $ 22 Discount rate 5.5% 5.5% Projected fiscal year of payment 2027 - 2028 2027 (1)Unobservable inputs were weighted by the relative fair value of the contingent consideration liability. For projected fiscal year of payment, the amount represents the median of the inputs and is not a weighted average. In fiscal year 2023, the Company sold half of its Renal Care Solutions (RCS) business. This sale was part of an agreement between Medtronic and DaVita to form a new, independent kidney care-focused medical device company (“Mozarc Medical” or "Mozarc") with equal equity ownership. In connection with the sale, the Company was entitled to receive additional consideration based on the achievement of certain revenue, regulatory, and profitability milestones. The fair value of the contingent consideration receivable at April 24, 2026 and April 25, 2025 was zero and $13 million, respectively, and was recorded in other assets in the consolidated balance sheet. The following table provides a reconciliation of the beginning and ending balances of the Level 3 measurement of contingent consideration receivable: Fiscal Year (in millions) 2026 2025 Beginning balance $ 13 $ 58 Change in fair value (13) (45) Ending balance $ — $ 13 Funded Research and Development Arrangements The Company has entered into various arrangements with affiliates of Blackstone Life Sciences Advisors L.L.C. (collectively, "Blackstone") to receive funding related to the development of certain products within the Cardiovascular Portfolio and Diabetes Business. As there is substantive and genuine transfer of risk to Blackstone, the development funding is recognized by Medtronic as an obligation to perform contractual services. The Company recognizes the funding as income within other operating expense (income), net as the research and development costs are incurred and funding payments become due. Under these arrangements, the Company recognized income of $142 million, $181 million, and $174 million in fiscal years 2026, 2025, and 2024, respectively. As of April 24, 2026, the Company is eligible to receive additional funding of $249 million under these arrangements. Following potential U.S. regulatory approval and commercial launch of each product covered by the Blackstone agreements, Blackstone will be eligible to receive a combination of fixed regulatory and commercial milestone payments up to $1.2 billion and royalties based on percent of sales of such products. During the fourth quarter of fiscal year 2026, one of the products funded by these arrangements within the Diabetes Business was approved by the U.S. FDA. As U.S. regulatory approval was received and commercial launch is probable, the Company recognized a $157 million charge within other operating expense (income), net in the consolidated statements of income during fiscal year 2026 and primarily within other liabilities in the consolidated balance sheets as of April 24, 2026 related to a future minimum royalty payment obligation. This charge is included in the $1.2 billion amount noted above. The $157 million future minimum royalty payment obligation of MiniMed is guaranteed by Medtronic, Inc. Under certain termination provisions, the Company's payment obligation will survive, and in certain termination circumstances, a payment to Blackstone of a multiple of the funded amounts may be required. At the time of executing these contracts, the occurrence of such circumstances was deemed to be remote. 70 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) 4. Restructuring Charges In fiscal years 2026, 2025, and 2024, the Company incurred $370 million, $303 million and $389 million, respectively, of restructuring, associated, and other costs primarily related to employee termination benefits, facility related and contract termination costs, and asset write offs. MiniMed Restructuring Actions In December 2025, the Board of Directors approved a series of restructuring actions designed to support the separation and position of both Medtronic and MiniMed by enabling greater strategic focus, improving operational efficiency, aligning organizational structures of each, and driving long-term business growth and efficiencies in the individual organizations. The restructuring actions are expected to result in pre-tax restructuring charges of approximately $300 million to $500 million, to be incurred at varying intervals between the third quarter of fiscal year 2026 and the finalization of the Transition Services Agreement (which governs services to be provided to MiniMed by Medtronic, and which will conclude no later than 24 months following the March 9, 2026 MiniMed IPO). The expected completion date of these restructuring actions is fiscal year 2029. The restructuring activities include organizational realignments, workforce-related actions, and separation of duplicated shared services, locations, systems, and operational functions. Of the total actions, the Company anticipates that materially all of the charges will relate to employee termination benefits, with the potential for other charges to include contract termination costs and asset write-offs. The Company expects these costs to be recognized primarily within restructuring charges, net, cost of products sold, and selling, general, and administrative expense in the consolidated statements of income. The costs of this program were not recorded in a specific reportable segment. The following table presents the classification of these restructuring, associated, and other costs in the consolidated statements of income for the MiniMed restructuring activities: Fiscal Year (in millions) 2026 Restructuring charges, net $ 136 The following table summarizes the activity related to the MiniMed restructuring program for fiscal year 2026: (in millions) Employee Termination Benefits April 25, 2025 $ — Charges 136 Cash payments (17) April 24, 2026 $ 119 Other Restructuring Activities The Company also incurred restructuring charges during fiscal years 2026, 2025, and 2024 for individually immaterial restructuring activities. The restructuring, associated, and other costs for these activities primarily related to employee termination benefits provided to employees who have been involuntarily terminated, facility related and contract termination costs, and asset write-offs. In addition, in December 2025, management approved and committed to a plan to terminate a third-party manufacturing agreement within the Diabetes Business. In conjunction with this plan, the Company recorded pre-tax charges of $118 million, including $84 million recognized within cost of products sold related to asset write-offs and $34 million recognized within other operating expense (income), net related to contract termination costs in the consolidated statements of income for fiscal year 2026. These charges are included within the table below. 71 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The following table presents the classification of these restructuring, associated, and other costs in the consolidated statements of income for the other restructuring activities: Fiscal Year (in millions) 2026 2025 2024 Cost of products sold $ 106 $ 26 $ 55 Selling, general, and administrative expenses 15 10 108 Restructuring charges, net 113 267 226 Total restructuring and associated costs $ 234 $ 303 $ 389 The following table summarizes the activity related to other restructuring programs for fiscal years 2026 and 2025: (in millions) Employee Termination Benefits Associated and Other Costs Total April 26, 2024 $ 136 $ 11 $ 147 Charges 240 82 322 Cash payments (225) (48) (273) Settled non-cash — (27) (27) Accrual adjustments(1) (19) — (19) April 25, 2025 132 18 150 Charges 88 66 154 Cash payments (195) (37) (232) Settled non-cash — (2) (2) Accrual adjustments(1) (14) (1) (14) April 24, 2026 $ 11 $ 44 $ 56 (1)Accrual adjustments primarily relate to certain employees identified for termination finding other positions within the Company and changes in estimates. 72 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) 5. Financial Instruments Debt Securities The Company holds investments in marketable debt securities that are classified and accounted for as available-for-sale and are remeasured on a recurring basis. The following tables summarize the Company's investments in available-for-sale debt securities by significant investment category and the related consolidated balance sheet classification at April 24, 2026 and April 25, 2025: April 24, 2026 Valuation Balance Sheet Classification (in millions) Cost Unrealized Gains Unrealized Losses Fair Value Investments Other Assets Level 1: U.S. government and agency securities $ 420 $ — $ (4) $ 416 $ 416 $ — Level 2: Corporate debt securities 4,041 25 (15) 4,050 4,050 — U.S. government and agency securities 812 — (9) 803 803 — Mortgage-backed securities 852 8 (18) 842 842 — Non-U.S. government and agency securities 23 — — 23 23 — Other asset-backed securities 1,121 4 (7) 1,118 1,118 — Total Level 2 6,849 37 (49) 6,837 6,837 — Level 3: Auction rate securities 36 — (2) 34 — 34 Total available-for-sale debt securities $ 7,305 $ 37 $ (56) $ 7,287 $ 7,253 $ 34 April 25, 2025 Valuation Balance Sheet Classification (in millions) Cost Unrealized Gains Unrealized Losses Fair Value Investments Other Assets Level 1: U.S. government and agency securities $ 417 $ — $ (7) $ 410 $ 410 $ — Level 2: Corporate debt securities 3,540 17 (36) 3,521 3,521 — U.S. government and agency securities 835 — (20) 814 814 — Mortgage-backed securities 948 4 (29) 923 923 — Non-U.S. government and agency securities 6 — — 6 6 — Other asset-backed securities 1,044 5 (6) 1,044 1,044 — Total Level 2 6,373 26 (91) 6,308 6,308 — Level 3: Auction rate securities 36 — (3) 33 — 33 Total available-for-sale debt securities $ 6,826 $ 26 $ (100) $ 6,752 $ 6,719 $ 33 The amortized cost of debt securities excludes accrued interest, which is reported in other current assets in the consolidated balance sheets. 73 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The following tables present the gross unrealized losses and fair values of the Company’s available-for-sale debt securities that have been in a continuous unrealized loss position deemed to be temporary, aggregated by investment category at April 24, 2026 and April 25, 2025: April 24, 2026 Less than 12 months More than 12 months (in millions) Fair Value Unrealized Losses Fair Value Unrealized Losses Corporate debt securities $ 653 $ (3) $ 1,110 $ (12) U.S. government and agency securities 313 (4) 434 (9) Mortgage-backed securities — — 335 (18) Other asset-backed securities — — 440 (7) Auction rate securities — — 34 (2) Total $ 966 $ (7) $ 2,353 $ (48) April 25, 2025 Less than 12 months More than 12 months (in millions) Fair Value Unrealized Losses Fair Value Unrealized Losses Corporate debt securities $ 702 $ (7) $ 1,235 $ (29) U.S. government and agency securities 110 (1) 641 (25) Mortgage-backed securities 2 (1) 614 (28) Other asset-backed securities — — 469 (6) Auction rate securities — — 33 (3) Total $ 814 $ (9) $ 2,993 $ (91) The Company reviews the fair value hierarchy classification on a quarterly basis. Changes in the ability to observe valuation inputs may result in a reclassification of levels for certain securities within the fair value hierarchy. There were no transfers into or out of Level 3 during fiscal years 2026 and 2025. When a determination is made to classify an asset or liability within Level 3, the determination is based upon the significance of the unobservable inputs to the overall fair value measurement. Gains and losses on available-for-sale debt securities are recognized in other non-operating expense (income), net in the consolidated statements of income. During fiscal years 2026, 2025, and 2024, gross realized gains and losses on available-for-sale debt securities were not material. During fiscal years 2026, 2025 and 2024, proceeds from sales of available-for-sale debt securities were $8.0 billion, $8.2 billion, and $7.4 billion, respectively. The contractual maturities of available-for-sale debt securities at April 24, 2026 are shown in the following table. Within the table, maturities of mortgage-backed securities have been allocated based upon timing of estimated cash flows assuming no change in the current interest rate environment. Actual maturities may differ from contractual maturities because the issuers of the securities may have the right to prepay obligations without prepayment penalties. (in millions) Amortized Cost Fair Value Due in one year or less $ 1,803 $ 1,796 Due after one year through five years 2,970 2,972 Due after five years through ten years 1,058 1,061 Due after ten years 1,474 1,458 Total $ 7,305 $ 7,287 Interest income, which includes income on marketable debt securities and the global liquidity structures, is recognized in other non-operating expense (income), net, in the consolidated statements of income. For fiscal years 2026, 2025, and 2024 there was $383 million, $511 million, and $597 million of interest income, respectively. Equity Securities, Equity Method Investments, and Other Investments The following table summarizes the Company's equity and other investments and related accrued interest receivable at April 24, 2026 and April 25, 2025, which are classified as primarily other assets in the consolidated balance sheets: 74 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) (in millions) April 24, 2026 April 25, 2025 Investments with readily determinable fair value (marketable equity securities) $ 130 $ 17 Investments for which the fair value option has been elected — 140 Investments without readily determinable fair values 616 705 Equity method and other investments 78 89 Total equity and other investments $ 824 $ 951 The table below includes activity related to the Company's portfolio of equity and other investments. The activity for fiscal year 2024 was not material. Gains and losses on equity and other investments are recognized in other non-operating expense (income), net in the consolidated statements of income. Fiscal Year (in millions) 2026 2025 Proceeds from sales $ 139 $ 308 Gross gains 122 108 Gross losses (182) (204) Interest income 35 — Impairment losses recognized (71) (135) During fiscal year 2026, there were $150 million of net unrealized losses on equity securities and other investments still held at April 24, 2026. During fiscal year 2025, there were $181 million of net unrealized losses on equity securities and other investments still held at April 25, 2025. Mozarc Medical Investment As described in Note 3, in fiscal year 2023 the Company sold half its RCS business to Mozarc, and as a result of the transaction the Company retained a 50% non-controlling equity interest in Mozarc. This investment provides the Company with the ability to exercise significant influence over Mozarc and the Company has elected the fair value option to account for this equity method investment. The Company believes the fair value option best reflects the economics of the underlying transaction. Under the fair value option, changes in the fair value of the investment are recognized through earnings each reporting period in other non-operating expense (income), net in the consolidated statements of income. During fiscal years 2026, 2025, and 2024, the Company recognized a loss of $140 million, $171 million, and $220 million, respectively, reducing the fair value of the investment to zero as of the end of fiscal year 2026. The losses were primarily driven by historical financial results, the restructuring and wind-down of certain product lines, the delay or discontinuation of certain research and development programs and associated product launches, and projections of future cash flows. The following table provides a reconciliation of the beginning and ending balances of the Mozarc investment for which the fair value option has been elected: Fiscal Year (in millions) 2026 2025 Beginning balance $ 140 $ 311 Additions 7 — Settlements (7) — Change in fair value (140) (171) Ending balance $ — $ 140 75 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) 6. Financing Arrangements Current debt obligations consisted of the following: (in millions) April 24, 2026 April 25, 2025 Bank borrowings $ 22 $ 13 1.125 percent eight-year 2019 senior notes 1,760 — 0.250 percent six-year 2019 senior notes — 1,142 0.000 percent five-year 2020 senior notes — 1,142 2.625 percent three-year 2022 senior notes — 571 Finance lease obligations 6 6 Current debt obligations $ 1,788 $ 2,874 Commercial Paper In January 2015, Medtronic Global Holdings S.C.A. (Medtronic Luxco), an entity organized under the laws of Luxembourg, entered into various agreements pursuant to which Medtronic Luxco may issue United States Dollar-denominated unsecured commercial paper notes (the 2015 CP Program) on a private placement basis, and in January 2020, Medtronic Luxco entered into various agreements pursuant to which Medtronic Luxco may issue Euro-denominated unsecured commercial paper notes (the 2020 CP Program) on a private placement basis. The maximum aggregate amount outstanding at any time under the 2015 CP Program and the 2020 CP Program together may not exceed the equivalent of $3.5 billion. The Company and Medtronic, Inc. have guaranteed the obligations of Medtronic Luxco under the 2015 CP Program and the 2020 CP Program. There was no commercial paper outstanding at April 24, 2026 and April 25, 2025. During fiscal years 2026 and 2025, the weighted average interest rate was 4.17 percent and 5.02 percent, respectively. The issuance of commercial paper reduces the amount of credit available under the Company's existing credit facility, defined below. Line of Credit In December 2025, Medtronic Luxco, as borrower, entered into an amendment to its amended and restated credit agreement (Credit Facility), by and among Medtronic, Medtronic, Inc., Medtronic Luxco, the lenders from time to time party thereto, and Bank of America, N.A., as administrative agent and issuing bank, extending the maturity date of the Credit Facility to December 2030. The Credit Facility provides for a $3.5 billion five-year unsecured revolving credit facility (Credit Facility). At each anniversary date of the Credit Facility, we can request a one-year extension of the maturity date. The Credit Facility provides the Company with the ability to increase its borrowing capacity by an additional $1.0 billion at any time during the term of the agreement. The Company and Medtronic, Inc. have guaranteed the obligations of the borrowers under the Credit Facility, and Medtronic Luxco will also guarantee the obligations of any designated borrower. The Credit Facility includes a multi-currency borrowing feature for certain specified foreign currencies. At April 24, 2026 and April 25, 2025, no amounts were outstanding under the Credit Facility. Interest rates on advances on the Credit Facility are determined by a pricing matrix based on the Company’s long-term debt ratings, assigned by Standard & Poor’s Ratings Services and Moody’s Investors Service. Facility fees are payable on the Credit Facility and are determined in the same manner as the interest rates. The Company is in compliance with all covenants related to the Credit Facility. MiniMed Line of Credit In January 2026, as part of the impending separation of the Diabetes Operating Unit, Kangaroo US HoldCo 2, Inc. (the “Initial Borrower”), entered into a credit agreement which provides for a five-year senior secured revolving credit facility (the “MiniMed Revolving Credit Facility”) in an aggregate principal amount of $500 million to be made available in U.S. dollars and certain approved alternative currencies, initially including Euros, with Citibank, N.A. serving as administrative agent for a syndicate of lenders. Subject to the conditions to the borrowing therein, the commitments under the MiniMed Revolving Credit Facility became available upon the completion of the initial public offering of MiniMed Group, Inc., whereupon the Initial Borrower merged with and into MiniMed Group, Inc. (the “Merger”), with MiniMed Group, Inc. surviving the merger and continuing as the borrower. The MiniMed Revolving Credit Facility permits, subject to specified conditions, one or more of MiniMed Group, Inc.'s wholly owned subsidiaries to be added as additional borrowers. Interest is payable on the loans under the MiniMed Revolving Credit Facility at (1) in the case of borrowings denominated in U.S. dollars, Term SOFR (or, at the borrower’s option, the base rate) and (2) in the case of borrowings denominated in Euros, EURIBOR, plus, in each case, a margin determined pursuant to a pricing grid based on MiniMed Group, Inc.'s secured net leverage ratio. The commitment fees and letter of credit fees under the MiniMed Revolving Credit Facility are determined based upon the same grid. Interest payments are due (1) in the case of Term SOFR or EURIBOR borrowings, on the last day of each interest period applicable to the borrowing (or, in the case of any borrowing with an interest period of more than three months’ duration, every three months) and (2) in the case of base rate borrowings, on 76 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) the last business day of each March, June, September, and December. No amounts have been drawn under the MiniMed Revolving Credit Facility as of April 24, 2026. The MiniMed Revolving Credit Facility also contains representations and warranties, covenants, and events of default that are customary for this type of financing, including financial maintenance covenants and covenants restricting, inter alia, the incurrence of liens and indebtedness, the sale of assets, the making of restricted payments, investments and certain debt prepayments, and the entry into certain merger transactions. The obligations under the MiniMed Revolving Credit Facility are guaranteed by certain wholly-owned subsidiaries of the Initial Borrower (and following the consummation of the Merger, certain wholly-owned subsidiaries of MiniMed Group, Inc.), and secured by certain assets of such subsidiaries. 77 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The Company's long-term debt obligations consisted of the following: April 24, 2026 April 25, 2025 (in millions, except interest rates) Maturity by Fiscal Year Amount Effective Interest Rate Amount Effective Interest Rate 1.125 percent eight-year 2019 senior notes 2027 $ — —% $ 1,714 1.25% 4.250 percent five-year 2023 senior notes 2028 1,000 4.50 1,000 4.42 3.000 percent six-year 2022 senior notes 2029 1,174 3.12 1,142 3.09 0.375 percent eight-year 2020 senior notes 2029 1,174 0.55 1,142 0.51 3.650 percent five-year 2024 senior notes 2030 998 3.76 971 3.74 2.950 percent five-year 2025 senior notes 2031 881 3.05 — — 1.625 percent twelve-year 2019 senior notes 2031 1,174 1.76 1,142 1.75 1.000 percent twelve-year 2019 senior notes 2032 1,174 1.06 1,142 1.06 3.125 percent nine-year 2022 senior notes 2032 1,174 3.26 1,142 3.25 0.750 percent twelve-year 2020 senior notes 2033 1,174 0.82 1,142 0.81 4.500 percent ten-year 2023 senior notes 2033 1,000 4.64 1,000 4.62 3.375 percent twelve-year 2022 senior notes 2035 1,174 3.44 1,142 3.44 4.375 percent twenty-year 2015 senior notes 2035 1,932 4.48 1,932 4.47 3.875 percent twelve-year 2024 senior notes 2037 998 3.93 971 3.93 6.550 percent thirty-year 2007 CIFSA senior notes 2038 253 4.51 253 4.67 2.250 percent twenty-year 2019 senior notes 2039 1,174 2.34 1,142 2.34 6.500 percent thirty-year 2009 senior notes 2039 158 6.56 158 6.56 1.500 percent twenty-year 2019 senior notes 2040 1,174 1.58 1,142 1.58 5.550 percent thirty-year 2010 senior notes 2040 224 5.59 224 5.58 1.375 percent twenty-year 2020 senior notes 2041 1,174 1.46 1,142 1.46 4.500 percent thirty-year 2012 senior notes 2042 105 4.54 105 4.54 4.000 percent thirty-year 2013 senior notes 2043 305 4.10 305 4.10 4.150 percent nineteen-year 2024 senior notes 2044 704 4.20 685 4.20 4.625 percent thirty-year 2014 senior notes 2044 127 4.67 127 4.67 4.625 percent thirty-year 2015 senior notes 2045 1,813 4.69 1,813 4.69 4.200 percent twenty-year 2025 senior notes 2046 881 4.24 — — 1.750 percent thirty-year 2019 senior notes 2050 1,174 1.86 1,142 1.87 1.625 percent thirty-year 2020 senior notes 2051 1,174 1.74 1,142 1.75 4.150 percent twenty-nine year 2024 senior notes 2054 822 4.19 800 4.19 Finance lease obligations 2028 - 2041 54 11.00 52 10.00 Debt discount, net 2028 - 2054 (57) — (59) — Deferred financing costs 2028 - 2054 (114) — (117) — Total long-term debt $ 26,173 $ 25,642 Interest expense on outstanding borrowings, including amortization of debt issuance costs and debt discounts and premiums, and the global liquidity structures is recognized in interest expense, net in the consolidated statements of income. For fiscal years 2026, 2025, and 2024, there was $885 million, $913 million, and $916 million, respectively, of interest expense on outstanding borrowings, including amortization of debt issuance costs and debt discounts and premiums, and the global liquidity structures. Senior Notes The Company has outstanding unsecured senior obligations, described as senior notes in the tables above (collectively, the Senior Notes). The Senior Notes rank equally with all other unsecured and unsubordinated indebtedness of the Company. The Company is in compliance with all covenants related to the Senior Notes. 78 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) On September 29, 2025, Medtronic, Inc. issued two tranches of Euro-denominated Senior Notes with an aggregate principal of €1.5 billion, with maturities in fiscal years 2031 and 2046, resulting in cash proceeds of approximately $1.7 billion, net of discounts and issuance costs. In June 2024, Medtronic, Inc. issued four tranches of EUR-denominated Senior Notes with an aggregate principal of €3.0 billion, with maturities ranging from fiscal years 2030 to 2054, resulting in cash proceeds of approximately $3.2 billion, net of discounts and issuance costs. In anticipation of the Euro-denominated debt issuance, the Company entered into forward currency exchange rate contracts to manage the exposure to exchange rate movements. These contracts were settled in conjunction with the issuance of the June 2024 Notes. The Euro-denominated debt issued in September 2025 and June 2024 is designated as a net investment hedge of certain of the Company's European operations. Refer to Note 7 for additional information regarding net investment hedges. Contractual maturities of debt for the next five fiscal years and thereafter, excluding deferred financing costs and debt discount, net, are as follows: (in millions) 2027 $ 1,788 2028 1,006 2029 2,354 2030 1,004 2031 2,060 Thereafter 19,920 Total $ 28,131 Financial Instruments Not Measured at Fair Value At April 24, 2026, the estimated fair value of the Company’s Senior Notes was $25.3 billion compared to a principal value of $28.1 billion. At April 25, 2025, the estimated fair value was $26.2 billion compared to a principal value of $28.6 billion. The fair value was estimated using quoted market prices for the publicly registered Senior Notes, which are classified as Level 2 within the fair value hierarchy. The fair values and principal values consider the terms of the related debt and exclude the impacts of debt discounts and hedging activity. Supplier Financing Program The Company participates in a supplier financing program that provides participating suppliers the ability to finance payment obligations from the Company with third-party financial institutions in order to receive earlier payment. The Company’s standard payment term is 90 days. The Company’s outstanding payables to its suppliers, including amounts due and payment terms, are not affected by a supplier’s participation in the program. At April 24, 2026 and April 25, 2025, the Company had $84 million and $100 million of outstanding payables, respectively, associated with the supplier financing program recorded in accounts payable in the consolidated balance sheets. The following table presents a roll-forward of outstanding payables confirmed as valid associated with the program during fiscal year 2026: Fiscal Year (in millions) 2026 Beginning balance $ 100 Invoices confirmed during the year 479 Confirmed invoices paid during the year (496) Ending balance $ 84 7. Derivatives and Currency Exchange Risk Management The Company uses derivative instruments and foreign currency denominated debt to manage the impact that currency exchange rate and interest rate changes have on reported financial statements. The Company does not enter into derivative contracts for speculative purposes. 79 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Cash Flow Hedges The Company uses foreign currency forward and option contracts designated as cash flow hedges to manage its exposure to the variability of future cash flows that are denominated in a foreign currency. At inception, foreign currency forward and option contracts are designated as cash flow hedges. Changes in the fair value of these derivatives are reported as a component of accumulated other comprehensive loss until the hedged transaction affects earnings. When the hedged transaction affects earnings, the gain or loss on the derivative is reclassified to earnings. Amounts excluded from the measurement of hedge effectiveness are recognized in earnings on a straight-line basis over the term of the hedge. Cash flows are reported as operating activities in the consolidated statements of cash flows. The Company's cash flow hedges will mature within the subsequent two-year period. At April 24, 2026 and April 25, 2025, the Company had $116 million and $149 million in after-tax unrealized losses, respectively, associated with cash flow hedging instruments recorded in accumulated other comprehensive loss. The Company expects that $87 million of after-tax net unrealized losses at April 24, 2026 will be recognized in the consolidated statements of income over the next 12 months. Net Investment Hedges The Company uses derivative instruments and foreign currency denominated debt to manage foreign currency risk associated with its net investment in foreign operations. The derivative instruments that the Company uses for this purpose may include foreign currency forward exchange contracts used on a standalone basis or in combination with option collars and standalone cross currency interest rate contracts. For instruments that are designated as net investment hedges, the gains or losses are reported as a component of accumulated other comprehensive loss. The gains or losses are reclassified into earnings upon a liquidation event or deconsolidation of the foreign subsidiary. Amounts excluded from the assessment of effectiveness are recognized in interest expense, net on a straight-line basis over the term of the hedge. For fiscal years 2026, 2025, and 2024, the Company recognized $173 million, $198 million, and $197 million, respectively, of after-tax unrealized gains related to excluded components in interest expense, net. The cash flows related to the Company's derivative instruments designated as net investment hedges are reported as investing activities in the consolidated statements of cash flows. Cash flows attributable to amounts excluded from the assessment of effectiveness are reported as operating activities in the consolidated statements of cash flows. Fair Value Hedges In fiscal year 2025, the Company began using foreign currency forward contracts designated as fair value hedges to manage its exposure to changes in the fair value of a fixed-rate debt obligation. The contracts matured during the first quarter of fiscal year 2026. At inception, foreign currency forward contracts are designated as fair value hedges. Changes in the fair value of these derivatives are reported as a component of other operating expense (income), net. Amounts excluded from the assessment of effectiveness are recognized in interest expense, net on a straight-line basis over the term of the hedge and were not material for fiscal year 2026. Cash flows related to the Company's derivative instruments designated as fair value hedges are reported as financing activities in the consolidated statements of cash flows. Cash flows attributed to amounts excluded from the assessment of effectiveness are reported as operating activities in the consolidated statements of cash flows. Undesignated Derivatives The Company uses foreign currency forward exchange contracts to offset the Company’s exposure to the change in the value of non-functional currency denominated assets, liabilities, and cash flows. These foreign currency forward exchange rate contracts are not designated as hedges at inception, and therefore, changes in the fair value of these contracts are recognized in the consolidated statements of income. Cash flows related to the Company’s undesignated derivative contracts are reported in the consolidated statements of cash flows based on the nature of the derivative instrument. The Company had total return swaps with a notional balance of $0.4 billion as of April 24, 2026. The Company has not included the total return swaps in the below tabular disclosures as the gain and loss activity for fiscal years 2026, 2025 and 2024, and the fair value as of April 24, 2026 and April 25, 2025 was not material. 80 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Outstanding Instruments The following table presents the contractual amounts of the Company's outstanding instruments: As of (in billions) Designation April 24, 2026 April 25, 2025 Currency exchange rate contracts Cash flow hedges $ 8.5 $ 10.6 Currency exchange rate contracts(1) Net investment hedges 7.5 8.0 Foreign currency-denominated debt(2) Net investment hedges 21.1 20.6 Currency exchange rate contracts Fair value hedges — 1.1 Currency exchange rate contracts Undesignated 4.3 3.9 (1)At April 24, 2026, includes derivative contracts with notional values of €4.0 billion, or $4.7 billion, designated as hedges of a portion of our net investment in certain European operations, derivative contracts with a notional value of ¥351 billion, or $2.2 billion, designated as hedges of a portion of our net investment in certain Japanese operations, and derivative contracts with a notional value of CHF436 million, or $558 million, designated as hedges of a portion of our net investment in certain Swiss Franc operations. These derivative contracts mature in fiscal years 2027 through 2045. (2)At April 24, 2026, includes €18.0 billion, or $21.1 billion, of outstanding Euro-denominated debt designated as hedges of a portion our net investment in foreign operations. This debt matures in fiscal years 2027 through 2054. Gains and Losses on Hedging Instruments and Derivatives not Designated as Hedging Instruments The amount of the gains and losses on hedging instruments and the classification of those gains and losses within our consolidated financial statements for fiscal years 2026, 2025, and 2024 were as follows: (Gain) Loss Recognized in Accumulated Other Comprehensive Loss (Gain) Loss Reclassified into Income Fiscal Year Fiscal Year Location of (Gain) Loss in Income Statement (in millions) 2026 2025 2024 2026 2025 2024 Cash flow hedges Currency exchange rate contracts $ (50) $ 308 $ (416) $ 111 $ (156) $ (312) Other operating expense (income), net Currency exchange rate contracts 45 (71) (124) (59) (74) (57) Cost of products sold Net investment hedges Foreign currency-denominated debt 569 1,276 (431) — — — N/A Currency exchange rate contracts (117) 247 (202) — — — N/A Fair value hedges Currency exchange rate contracts 1 (1) — (20) (59) — Other operating expense (income), net Total $ 447 $ 1,759 $ (1,173) $ 32 $ (288) $ (369) 81 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The amount of the gains and losses on our derivative instruments not designated as hedging instruments and the classification of those gains and losses within our consolidated financial statements for fiscal years 2026, 2025, and 2024 were as follows: (Gain) Loss Recognized in Income Fiscal Year Location of (Gain) Loss in Income Statement (in millions) 2026 2025 2024 Currency exchange rate contracts $ 91 $ (91) $ 136 Other operating expense (income), net Balance Sheet Presentation The following tables summarize the balance sheet classification and fair value of derivative instruments included in the consolidated balance sheets at April 24, 2026 and April 25, 2025. The fair value amounts are presented on a gross basis and are segregated between derivatives that are designated and qualify as hedging instruments and those that are not designated and do not qualify as hedging instruments, and are further segregated by type of contract within those two categories. Fair Value - Assets Fair Value - Liabilities (in millions) April 24, 2026 April 25, 2025 Balance Sheet Classification April 24, 2026 April 25, 2025 Balance Sheet Classification Derivatives designated as hedging instruments Currency exchange rate contracts $ 214 $ 269 Other current assets $ 253 $ 200 Other accrued expenses Currency exchange rate contracts 328 57 Other assets 158 196 Other liabilities Total derivatives designated as hedging instruments 542 326 411 396 Derivatives not designated as hedging instruments Currency exchange rate contracts 13 7 Other current assets 10 5 Other accrued expenses Total derivatives $ 555 $ 334 $ 420 $ 401 The following table provides information by level for the derivative assets and liabilities that are measured at fair value on a recurring basis: April 24, 2026 April 25, 2025 (in millions) Derivative Assets Derivative Liabilities Derivative Assets Derivative Liabilities Level 1 $ 555 $ 420 $ 334 $ 401 The Company has elected to present the fair value of derivative assets and liabilities within the consolidated balance sheets on a gross basis, even when derivative transactions are subject to master netting arrangements and may otherwise qualify for net presentation. The cash flows related to collateral posted and received are reported gross as investing and financing activities, respectively, in the consolidated statements of cash flows. 82 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The following tables provide information as if the Company had elected to offset the asset and liability balances of derivative instruments, netted in accordance with various criteria as stipulated by the terms of the master netting arrangements with each of the counterparties. Derivatives not subject to master netting arrangements are not eligible for net presentation. April 24, 2026 Gross Amount Not Offset on the Balance Sheet (in millions) Gross Amount of Recognized Assets (Liabilities) Financial Instruments Cash Collateral (Received) Posted Net Amount Derivative assets: Currency exchange rate contracts $ 555 $ (232) $ — $ 323 Derivative liabilities: Currency exchange rate contracts (420) 232 98 (91) Total $ 135 $ — $ 98 $ 233 April 25, 2025 Gross Amount Not Offset on the Balance Sheet (in millions) Gross Amount of Recognized Assets (Liabilities) Financial Instruments Cash Collateral (Received) Posted Net Amount Derivative assets: Currency exchange rate contracts $ 334 $ (195) $ — $ 139 Derivative liabilities: Currency exchange rate contracts (401) 195 125 (82) Total $ (68) $ — $ 125 $ 58 Concentrations of Credit Risk Financial instruments, which potentially subject the Company to significant concentrations of credit risk, consist principally of interest-bearing investments, derivative contracts, and trade accounts receivable. Global concentrations of credit risk with respect to trade accounts receivable are limited due to the large number of customers and their dispersion across many geographic areas. The Company monitors the creditworthiness of its customers to which it grants credit terms in the normal course of business. The Company has cash and cash equivalents, investments, and certain other financial instruments positions (including currency exchange rate and interest rate derivative contracts) with various major financial institutions. The Company performs periodic evaluations of the relative credit standings of these financial institutions and limits the amount of credit exposure with any one institution. In addition, the Company has collateral credit agreements with its primary derivatives counterparties. Under these agreements, either party is required to post eligible collateral when the market value of transactions covered by the agreement exceeds specific thresholds, thus limiting credit exposure for both parties. As of April 24, 2026 and April 25, 2025, the Company posted net cash collateral of $98 million and $125 million to its counterparties. Cash collateral posted is recorded as a reduction in cash and cash equivalents, with the offset recorded as an increase in other current assets in the consolidated balance sheets. 8. Inventories Inventory balances were as follows: (in millions) April 24, 2026 April 25, 2025 Finished goods $ 4,075 $ 3,779 Work-in-process 800 744 Raw materials 1,076 953 Total $ 5,951 $ 5,476 83 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) 9. Goodwill and Other Intangible Assets Goodwill The following table presents the changes in the carrying amount of goodwill by reportable segment and goodwill assigned to the other operating segments: (in millions) Cardiovascular Neuroscience Medical Surgical Reportable Segments Other Operating Segments Total April 26, 2024 $ 7,966 $ 11,644 $ 19,121 $ 38,731 $ 2,255 $ 40,986 Goodwill as a result of acquisitions — — 108 108 — 108 Purchase accounting adjustments 2 — (2) — — — Currency translation and other 50 72 521 643 1 643 April 25, 2025 8,017 11,716 19,748 39,482 2,255 41,737 Goodwill as a result of acquisitions 555 — — 555 — 555 Currency translation and other 30 61 204 295 — 295 April 24, 2026 $ 8,602 $ 11,777 $ 19,953 $ 40,332 $ 2,256 $ 42,587 The Company did not recognize any goodwill impairment charges during fiscal years 2026, 2025, or 2024. Intangible Assets The following table presents the gross carrying amount and accumulated amortization of intangible assets: April 24, 2026 April 25, 2025 (in millions) Gross Carrying Amount Accumulated Amortization Gross Carrying Amount Accumulated Amortization Definite-lived: Customer-related $ 16,559 $ (10,596) $ 16,550 $ (9,650) Purchased technology and patents 11,875 (8,319) 11,600 (7,514) Trademarks and tradenames 422 (295) 421 (283) Other 373 (126) 355 (101) Total $ 29,229 $ (19,336) $ 28,925 $ (17,547) Indefinite-lived: IPR&D $ 253 $ — $ 289 $ — The Company did not recognize any definite-lived intangible asset impairment charges during fiscal years 2026 and 2025. During fiscal year 2024, the Company recognized $295 million of definite-lived intangible asset impairment charges in connection with the decision to exit its ventilator product line. The intangible asset impairment charges primarily related to purchased technology, customer-related intangibles, and trade names. The intangible asset impairment charges are recognized in other operating expense (income), net in the consolidated statements of income. Refer to Note 3 for additional information on what led to the impairments in fiscal year 2024. There were no indefinite-lived intangible asset impairment charges during fiscal year 2026 and 2025. Indefinite-lived intangible asset impairment charges were not material for fiscal year 2024. Due to the nature of IPR&D projects, the Company may experience future delays or failures to obtain regulatory approvals to conduct clinical trials, failures of such clinical trials, delays or failures to obtain required market clearances, other failures to achieve a commercially viable product, or the discontinuation of certain projects, and as a result, may recognize impairment losses in the future. 84 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Amortization Expense Intangible asset amortization expense was $1.8 billion for both fiscal years 2026 and 2025, including $121 million and $151 million, respectively, of accelerated amortization on certain intangible assets related to product line exits within the Cardiovascular Portfolio. Intangible asset amortization expense was $1.7 billion for fiscal year 2024. Estimated aggregate amortization expense by fiscal year based on the current carrying value and remaining estimated useful lives of definite-lived intangible assets at April 24, 2026, excluding any possible future amortization associated with acquired IPR&D which has not met technological feasibility, is as follows: (in millions) Amortization Expense 2027 $ 1,635 2028 1,585 2029 1,506 2030 1,375 2031 1,295 10. Property, Plant, and Equipment Property, plant, and equipment balances and corresponding estimated useful lives were as follows: (in millions) April 24, 2026 April 25, 2025 Estimated Useful Lives (in years) Equipment $ 7,972 $ 7,156 Generally 2-10, up to 15 Computer software 3,706 3,295 Up to 10 Land and land improvements 170 160 Up to 20 Buildings and leasehold improvements 2,883 2,685 Up to 40 Construction in progress 2,435 2,340 — Property, plant, and equipment 17,166 15,636 Less: Accumulated depreciation (9,749) (8,799) Property, plant, and equipment, net $ 7,417 $ 6,837 Depreciation expense of $1.2 billion, $1.1 billion, and $954 million was recognized in fiscal years 2026, 2025, and 2024, respectively. 11. Shareholders’ Equity Share Capital Medtronic plc is authorized to issue 2.6 billion Ordinary Shares, $0.0001 par value; 40 thousand Euro Deferred Shares, €1.00 par value; 127.5 million Preferred Shares, $0.20 par value; and 500 thousand A Preferred Shares, $1.00 par value. Euro Deferred Shares The authorized share capital of the Company includes 40 thousand Euro Deferred Shares, with a par value of €1.00 per share. At April 24, 2026, no Euro Deferred Shares were issued or outstanding. Preferred Shares The authorized share capital of the Company includes 127.5 million of Preferred Shares, with a par value of $0.20 per share. At April 24, 2026, no Preferred Shares were issued or outstanding. A Preferred Shares The authorized share capital of the Company includes 500 thousand A Preferred Shares, with a par value of $1.00 per share. At April 24, 2026, no A Preferred Shares were outstanding. Dividends The timing, declaration, and payment of future dividends to holders of the Company's ordinary shares falls within the discretion of the Company's Board of Directors and depends upon many factors, including the statutory requirements of Irish law, the Company's earnings and financial condition, the capital requirements of the Company's businesses, industry practice and any other factors the Board of Directors deems relevant. 85 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Ordinary Share Repurchase Program Shares are repurchased on occasion to support the Company’s stock-based compensation programs and to return capital to shareholders. During fiscal years 2026 and 2025, the Company repurchased approximately 10 million and 38 million shares, respectively, at an average price of $93.25 and $83.36, respectively. In March 2024, the Company's Board of Directors authorized $5.0 billion for repurchase of the Company's ordinary shares. There is no specific time-period associated with these repurchase authorizations. At April 24, 2026, $3.8 billion of the $5.0 billion authorized in March 2024, leaving approximately $1.2 billion available for future repurchases. The Company accounts for repurchases of ordinary shares using the par value method and shares repurchased are cancelled. 12. Stock Purchase and Award Plans In fiscal year 2026, the Company granted stock awards under the 2021 Medtronic plc Long Term Incentive Plan (2021 Plan). The 2021 Plan provides for the grant of non-qualified and incentive stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards, and other stock and cash-based awards. At April 24, 2026, there were approximately 54 million shares available for future grants under the 2021 Plan. Stock-Based Compensation Expense The following table presents the components and classification of stock-based compensation expense recognized for stock options, restricted stock, performance share units, and employee stock purchase plan (ESPP) in fiscal years 2026, 2025, and 2024: Fiscal Year (in millions) 2026 2025 2024 Stock options $ 61 $ 66 $ 76 Restricted stock 237 216 184 Performance share units 124 111 97 Employee stock purchase plan 35 35 36 Total stock-based compensation expense 457 429 393 Income tax benefits (76) (70) (64) Total stock-based compensation expense, net of tax $ 381 $ 358 $ 329 Stock Options Options are granted at the exercise price, which is equal to the closing price of the Company’s ordinary shares on the grant date. The majority of the Company’s options are non-qualified options with a ten-year life and a four-year ratable vesting term. The Company uses the Black-Scholes option pricing model (Black-Scholes model) to determine the fair value of stock options at the grant date. The fair value of stock options under the Black-Scholes model requires management to make assumptions regarding projected employee stock option exercise behaviors, risk-free interest rates, volatility of the Company’s stock price, and expected dividends. Expected volatility is based on a blend of historical volatility and an implied volatility of the Company’s ordinary shares. Implied volatility is based on market traded options of the Company’s ordinary shares. The following table provides the weighted average fair value of options granted to employees and the related assumptions used in the Black-Scholes model: Fiscal Year 2026 2025 2024 Weighted average fair value of options granted $ 19.64 $ 16.43 $ 18.49 Assumptions used: Expected life (years) 6.1 6.1 6.1 Risk-free interest rate 4.07 % 4.07 % 4.16 % Volatility 24.06 % 24.47 % 24.29 % Dividend yield 3.08 % 3.48 % 3.18 % 86 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The following table summarizes stock option activity during fiscal year 2026: Options (in thousands) Wtd. Avg. Exercise Price Wtd. Avg. Remaining Contractual Term (in years) Aggregate Intrinsic Value (in millions) Outstanding at April 25, 2025 27,766 $ 95.04 Granted 2,646 92.17 Exercised (4,182) 88.61 Expired/Forfeited/Cancelled (1,159) 97.49 Outstanding at April 24, 2026 25,071 95.70 4.8 $ 12 Expected to vest at April 24, 2026 5,703 87.52 8.1 6 Exercisable at April 24, 2026 19,010 98.31 3.8 5 The following table summarizes the total cash received from the issuance of new shares upon stock option award exercises and the total intrinsic value of options exercised during fiscal years 2026, 2025, and 2024: Fiscal Year (in millions) 2026 2025 2024 Cash proceeds from options exercised $ 316 $ 305 $ 78 Intrinsic value of options exercised 38 66 28 The tax benefit related to stock options exercised was not material for fiscal years 2026, 2025, and 2024. Unrecognized compensation expense related to outstanding stock options at April 24, 2026 was $48 million and is expected to be recognized over a weighted average period of 2.3 years. Restricted Stock Restricted stock units are expensed over the vesting period and are subject to forfeiture if employment terminates prior to the lapse of the restrictions. The expense recognized for restricted stock units is equal to the grant date fair value, which is equal to the closing stock price on the date of grant. The majority of the Company's restricted stock units either have a four-year ratable vesting term or cliff vest after three years. Restricted stock units are not considered issued or outstanding ordinary shares of the Company. Dividend equivalent units are accumulated on restricted stock units during the vesting period. During fiscal year 2026, upon the closing of the MiniMed IPO, Medtronic outstanding restricted stock units held by MiniMed employees were converted to MiniMed restricted stock units. The roll-forward of restricted stock activity below reflects the amounts converted to MiniMed restricted stock units upon IPO. The incremental compensation cost recognized by the Company as a result of these modifications was not material. The outstanding stock-based compensation awards held by MiniMed employees are not material, and as a result, the Company has not disclosed the roll-forward activity or included the unrecognized compensation expense for MiniMed awards within the below disclosure. 87 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The following table summarizes restricted stock activity during fiscal year 2026 for awards settling in Medtronic stock: Units (in thousands) Wtd. Avg. Grant Price Nonvested at April 25, 2025 7,644 $ 85.64 Granted 3,757 93.40 Vested (2,464) 90.46 Forfeited/Cancelled (657) 85.97 Converted to MiniMed restricted stock units (584) 88.79 Nonvested at April 24, 2026 7,696 87.49 The following table summarizes the weighted-average grant date fair value of restricted stock granted and total fair value of restricted stock vested during fiscal years 2026, 2025, and 2024: Fiscal Year (in millions, except per share data) 2026 2025 2024 Weighted-average grant-date fair value per restricted stock $ 93.40 $ 82.37 $ 82.80 Fair value of restricted stock vested 223 205 186 Unrecognized compensation expense related to restricted stock as of April 24, 2026 was $419 million and is expected to be recognized over a weighted average period of 2.6 years. Performance Share Units Performance share units typically cliff vest at the end of the performance period, which aligns with the fiscal year-end the third year after grant. The awards include three metrics: relative total shareholder return (rTSR), revenue growth, and return on invested capital (ROIC). rTSR is considered a market condition metric, and the expense is determined at the grant date and will not be adjusted even if the market condition is not met. Revenue growth and ROIC are considered performance metrics, and the expense is recorded over the performance period, which will be reassessed each reporting period based on the probability of achieving the various performance conditions. The number of shares earned at the end of the three-year performance period will vary, based on only actual performance, from 0% to 200% of the target number of performance share units granted. Performance share units are subject to forfeiture if employment terminates prior to the lapse of the restrictions. Performance share units are not considered issued or outstanding ordinary shares of the Company. Dividend equivalent units are accumulated on performance share units for each component of the award during the vesting period. The Company calculates the fair value of the performance share units for each component individually. The fair value of the rTSR metric will be determined using the Monte Carlo valuation model. The fair value of the revenue growth and ROIC metrics are equal to the closing stock price on the grant date. Similar to the restricted stock units, certain of the Medtronic outstanding performance share units held by MiniMed employees were converted to MiniMed restricted stock units. The roll-forward of performance share unit activity below reflects the amounts converted to MiniMed restricted stock units upon IPO. The incremental compensation cost recognized by the Company as a result of these modifications was not material. 88 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The following table summarizes performance share unit activity during fiscal year 2026: Units (in thousands) Wtd. Avg. Grant Price Nonvested at April 25, 2025 3,141 $ 100.51 Granted 1,231 109.18 Performance adjustments (1) 53 101.64 Vested (2) (1,785) 101.98 Forfeited/Cancelled (192) 102.22 Converted to MiniMed restricted stock units (196) 104.81 Nonvested at April 24, 2026 2,251 103.32 (1)Performance adjustments are adjustments to grants where the performance period has ended and actual performance is known. (2)Prior to fiscal year 2024 grants, awards cliff vested after three years. For fiscal year 2024 grants and subsequent, the awards vest at the end of the performance period, which aligns with the third fiscal year end after grant. As a result of this change, the Company has two cycles that vested during fiscal year 2026 (fiscal year 2023-2025 performance period and 2024-2026 performance period). The cycle that vested at the end of fiscal year 2026 will be distributed in the first quarter of fiscal year 2027. The following table summarizes the weighted-average grant date fair value of performance share units granted and total fair value of performance share units vested during fiscal years 2026, 2025, and 2024: Fiscal Year (in millions, except per share data) 2026 2025 2024 Weighted-average grant-date fair value per performance share units $ 109.18 $ 98.49 $ 104.78 Fair value of performance share units vested 182 38 78 Unrecognized compensation expense related to performance share units as of April 24, 2026 was $78 million and is expected to be recognized over a weighted average period of 1.6 years. Employees Stock Purchase Plan (ESPP) The Medtronic plc 2024 Employee Stock Purchase Plan allows participating employees to purchase the Company's ordinary shares at a discount through payroll deductions. The expense recognized for shares purchased under the Company’s ESPP is equal to the 15 percent discount the employee receives. Employees purchased 3 million shares at an average price of $77.34 per share in fiscal year 2026. At April 24, 2026, approximately 24 million ordinary shares were available for future purchase under the ESPP. 89 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) 13. Income Taxes As a result of the prospective adoption of ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, certain tables are presented in a different format not comparable to prior year disclosures, and certain data contained within the tables may be presented differently than in prior years. In conjunction with the prospective adoption of ASU 2023-09, the fiscal year 2026 disclosures include using Ireland, and its statutory tax rate of 12.5%, as the starting point for several disclosures as it is the Company's country of domicile; which now represents the 2026 Domestic amounts below. The income tax provision is based on income before income taxes reported for financial statement purposes. The components of income before income taxes, based on tax jurisdiction, are as follows: Fiscal Year (in millions) 2026 Domestic (Ireland) $ 746 Foreign 5,390 Income before income taxes $ 6,136 The following table presents the required disclosures prior to the Company’s adoption of ASU 2023-09: Fiscal Year (in millions) 2025 2024 Domestic (U.S.) $ 1,037 $ 750 International 4,591 4,087 Income before income taxes $ 5,628 $ 4,837 The income tax provision consists of the following: Fiscal Year (in millions) 2026 Current tax expense: Domestic (Ireland) $ 155 Foreign 1,113 Total current tax expense 1,268 Deferred tax (benefit) expense: Domestic (Ireland) (123) Foreign 154 Net deferred tax expense 31 Income tax provision $ 1,299 Fiscal Year (in millions) 2025 2024 Current tax expense: Domestic (U.S.) $ 583 $ 756 International 692 905 Total current tax expense 1,275 1,661 Deferred tax (benefit) expense: Domestic (U.S.) (322) (435) International (17) (93) Net deferred tax benefit (339) (528) Income tax provision $ 936 $ 1,133 90 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Tax assets (liabilities), shown before jurisdictional netting of deferred tax assets (liabilities), are comprised of the following: (in millions) April 24, 2026 April 25, 2025 Deferred tax assets: Net operating loss, capital loss, and credit carryforwards $ 11,076 $ 11,252 Intangible assets 2,975 2,800 Capitalization of research and development 1,340 1,420 Other accrued liabilities 408 450 Accrued compensation 407 363 Stock-based compensation 152 149 Inventory 148 144 Deferred revenue 121 213 Lease obligations 184 165 Federal and state benefit on uncertain tax positions 20 32 Interest limitation 250 479 Unrealized gain on available-for-sale securities and derivative financial instruments 80 56 Other 387 421 Gross deferred tax assets 17,548 17,946 Valuation allowance (12,338) (12,668) Total deferred tax assets 5,210 5,277 Deferred tax liabilities: Intangible assets (1,125) (1,238) Realized loss on derivative financial instruments (72) (67) Right of use leases (178) (159) Accumulated depreciation (165) (114) Outside basis difference of subsidiaries (89) (71) Pension and post-retirement benefits (105) (35) Other (101) (90) Total deferred tax liabilities (1,834) (1,773) Prepaid income taxes 701 719 Income tax receivables 665 464 Tax assets, net $ 4,742 $ 4,687 Reported as (after valuation allowance and jurisdictional netting): Other current assets $ 1,160 $ 1,050 Tax assets 3,943 4,040 Deferred tax liabilities (362) (403) Tax assets, net $ 4,742 $ 4,687 No material deferred taxes have been provided on the undistributed earnings of the Company’s subsidiaries at April 24, 2026 and April 25, 2025 since these earnings have been, and under current plans will continue to be, permanently reinvested in these subsidiaries. Due to the number of legal entities and jurisdictions involved, the complexity of the legal entity structure of the Company, and the complexity of the tax laws in the relevant jurisdictions, the Company believes it is not practicable to estimate, within any reasonable range, the amount of additional taxes which may be payable upon distribution of the undistributed earnings. At April 24, 2026, the Company had approximately $10.7 billion of tax effected net operating loss carryforwards in certain U.S. and non-U.S. jurisdictions, of which $4.7 billion have no expiration, and the remaining $6.0 billion will expire during fiscal years 2027 through 2046. Included in these net operating loss carryforwards are $3.9 billion of tax effected net operating losses generated in fiscal year 2008 as a result of the receipt of a favorable tax ruling from certain non-U.S. taxing authorities; and $5.0 billion of tax effected net operating losses 91 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) generated during fiscal year 2023 as a result of an intercompany reorganization in certain non-U.S. jurisdictions. The Company has recorded a full valuation allowance against these net operating losses. Certain of the remaining net operating loss carryforwards of $1.8 billion also have a valuation allowance recorded against them, as management does not believe that it is more likely than not that these net operating losses will be utilized. At April 24, 2026, the Company also had $319 million of tax credits available to reduce future income taxes payable, of which $136 million have no expiration. The remaining credits will expire during fiscal years 2027 through 2042. The Company has established valuation allowances of $12.3 billion and $12.7 billion at April 24, 2026 and April 25, 2025, respectively, primarily related to the uncertainty of the utilization of certain deferred tax assets which are primarily comprised of tax loss and credit carryforwards in various jurisdictions. The decrease in the valuation allowance during fiscal year 2026 is primarily related to current year utilization of attributes with a full valuation allowance due to certain intercompany transactions. These valuation allowances would result in a reduction to the income tax provision in the consolidated statements of income if they are ultimately not required. Below is the reconciliation of income taxes from the Ireland statutory rate of 12.5% to the consolidated effective income tax rate and associated dollar impact for fiscal year 2026. In determining the reconciling items, we considered the effect of tax rulings as part of the statutory tax rate. 92 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) (in millions) Fiscal Year 2026 Ireland statutory tax rate $ 767 12.5 % Effect of cross-border tax laws 111 1.8 % Other Intercompany transaction(s) (165) (2.7) % Other rate impacting items 29 0.5 % Foreign tax effects United States Statutory tax rate differential 105 1.7 % State and local income taxes 82 1.3 % US tax on foreign earnings 46 0.7 % R&D credit (101) (1.6) % Intercompany transaction(s) 278 4.5 % Prior year tax resolutions 65 1.1 % Changes in valuation allowances (48) (0.8) % Other rate impacting items 85 1.4 % Luxembourg Changes in valuation allowances (263) (4.3) % Affiliate financing 177 2.9 % Intercompany transaction(s) 101 1.6 % Other rate impacting items 1 — % Puerto Rico Statutory tax rate differential (80) (1.3) % Switzerland Statutory tax rate differential (70) (1.1) % Cantonal income taxes 125 2.0 % Other rate impacting items 23 0.4 % Other foreign jurisdictions Statutory tax rate differential 92 1.5 % Other rate impacting items 41 0.7 % Changes in unrecognized tax benefits (102) (1.7) % Effective tax rate $ 1,299 21.2 % 93 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The following table presents the required disclosures prior to the Company’s adoption of ASU 2023-09 and reconciles the U.S. federal statutory income tax amount to the actual global effective amount for the fiscal years 2025 and 2024: Fiscal Year (in millions) 2025 2024 U.S. federal statutory tax rate 21.0 % 21.0 % Increase (decrease) in tax rate resulting from: U.S. state taxes, net of federal tax benefit 0.7 0.2 Research and development credit (1.8) (2.2) International (6.5) (6.7) Stock based compensation 0.3 0.3 Uncertain tax positions and interest 1.4 1.3 Base erosion anti-abuse tax — 0.3 Foreign derived intangible income benefit (1.5) (1.7) Certain tax adjustments 1.1 6.2 U.S. tax on foreign earnings 1.5 3.5 Other, net 0.4 1.2 Effective tax rate 16.6 % 23.4 % Worldwide income tax payments, net of tax refunds, are as follows: Fiscal Year (in millions) 2026 Ireland $ 99 Foreign United States 974 Switzerland 320 Israel 119 Other foreign 430 Total income taxes paid $ 1,942 Fiscal Year 2025 2024 Total income taxes paid $ 1,819 $ 1,622 On July 4, 2025, the U.S. Government enacted The One Big Beautiful Bill Act of 2025, which includes, among other provisions, changes to the U.S. corporate income tax system including the allowance of immediate expensing of qualifying research and development expenses and permanent extensions of certain provisions within the Tax Cuts and Jobs Act. The provisions of the Act, including immediate expensing of qualifying research and development costs, that were effective for fiscal year 2026 did not materially impact the Company's fiscal year 2026 effective tax rate. The Company does not expect the provisions of the Act to materially impact fiscal years 2027 and beyond. The Organization for Economic Co-operation and Development (OECD) published Pillar Two Model Rules defining the global minimum tax, which calls for the taxation of large multinational corporations at a minimum rate of 15% in each jurisdiction in which the group operates. The OECD has since issued administrative guidance providing transition and safe harbor rules around the implementation of the Pillar Two Global Minimum Tax. A number of countries, including Ireland, have enacted legislation to implement the core elements of Pillar Two, which were effective for the Company in fiscal year 2025. During fiscal year 2026, the cost from certain tax adjustments of $260 million, recognized in income tax provision in the consolidated statements of income included the following: 94 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) •A net cost of $150 million associated with the intercompany sale of intellectual property and the establishment of a deferred tax asset. •A net cost of $70 million associated with the separation of the Diabetes Business. •A cost of $66 million associated with the amortization of the previously established deferred tax assets from intercompany intellectual property transactions. •A benefit of $51 million related to a change in estimate of accrued interest on uncertain tax positions. •A cost of $25 million primarily related to the write off of certain deferred tax assets on previous transactions. During fiscal year 2025, the net cost from certain tax adjustments of $62 million, recognized in income tax provision in the consolidated statements of income, relates to amortization of the previously established deferred tax assets from intercompany intellectual property transactions. During fiscal year 2024, the net benefit from certain tax adjustments of $299 million, recognized in income tax provision in the consolidated statements of income, included the following: •A cost of $187 million associated with a reserve adjustment related to the Israeli Central-Lod District Court decision with respect to a deemed taxable transfer of intellectual property. •A cost of $124 million related to a change in valuation allowance on previously recorded net operating losses. •A benefit of $95 million related to a Swiss Cantonal tax rate change on previously recorded deferred tax assets. •A cost of $50 million associated with the amortization of the previously established deferred tax assets from intercompany intellectual property transactions. •A cost of $33 million associated with a change in the Company’s permanent reinvestment assertion on certain historical earnings. Currently, the Company’s operations in Puerto Rico, Singapore, Dominican Republic, Costa Rica, and China have various tax holidays and tax incentive grants. The tax reductions, inclusive of Pillar Two global minimum tax impacts, as compared to the local statutory rate favorably impacted earnings by $214 million, $294 million, and $229 million in fiscal years 2026, 2025, and 2024, respectively, and diluted earnings per share by $0.17, $0.23, and $0.17, in fiscal years 2026, 2025, and 2024, respectively. The tax holidays are conditional upon the Company meeting certain thresholds required under statutory law. The tax incentive grants, unless extended, will expire between fiscal years 2027 and 2049. The tax incentive grants which expired during fiscal year 2026 did not have a material impact on the Company's consolidated financial statements. 95 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The Company had $3.0 billion, $2.9 billion, and $2.8 billion of gross unrecognized tax benefits at April 24, 2026, April 25, 2025, and April 26, 2024, respectively. A reconciliation of the beginning and ending amount of unrecognized tax benefits for fiscal years 2026, 2025, and 2024 is as follows: Fiscal Year (in millions) 2026 2025 2024 Gross unrecognized tax benefits at beginning of fiscal year $ 2,902 $ 2,824 $ 2,682 Gross increases: Prior year tax positions 81 13 121 Current year tax positions 101 93 85 Gross decreases: Prior year tax positions (10) (8) (2) Settlements (105) (5) (55) Statute of limitation lapses (17) (15) (7) Gross unrecognized tax benefits at end of fiscal year 2,951 2,902 2,824 Cash advance paid to taxing authorities (934) (934) (934) Gross unrecognized tax benefits at end of fiscal year, net of cash advance $ 2,017 $ 1,968 $ 1,890 If all of the Company’s unrecognized tax benefits at April 24, 2026, April 25, 2025, and April 26, 2024 were recognized, $2.7 billion would impact the Company’s effective tax rate, respectively for each of the three years. Although the Company believes that it has adequately reserved for liabilities resulting from tax assessments by taxing authorities, positions taken by these tax authorities could have a material impact on the Company’s effective tax rate in future periods. The Company has recorded gross unrecognized tax benefits, net of cash advance, of $2.0 billion as a noncurrent liability. The Company recognizes interest and penalties related to income tax matters in income tax provision in the consolidated statements of income and records the liability in the current or noncurrent accrued income taxes in the consolidated balance sheets, as appropriate. During fiscal year 2026, the Company recognized a decrease in gross interest expense of $57 million in income tax provision in the consolidated statements of income. During fiscal years 2025 and 2024, the Company recognized gross interest expense of $55 million, and $134 million, respectively, in income tax provision in the consolidated statements of income. The Company had interest and penalties net receivable of $22 million at April 24, 2026. The Company had $74 million of accrued gross interest and penalties at April 25, 2025. The Company reserves for uncertain tax positions related to unresolved matters with the IRS and other taxing authorities. These reserves are subject to a high degree of estimation and management judgment. Resolution of these material unresolved matters, or positions taken by the IRS or other tax authorities during future tax audits, could have a material impact on the Company’s financial results in future periods. The Company continues to believe that its reserves for uncertain tax positions are appropriate and that it has meritorious defenses for its tax filings and will vigorously defend them during the audit process, appellate process, and through litigation in courts, as necessary. The major tax jurisdictions where the Company conducts business which remain subject to examination are Ireland for years 2022 forward, United States for 2005 forward and various other jurisdictions that are open for examination 2010 forward. See Note 18 for additional information regarding the status of current tax audits and proceedings. 96 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) 14. Earnings Per Share Basic earnings per share is computed based on the weighted average number of ordinary shares outstanding. Diluted earnings per share is computed based on the weighted average number of ordinary shares outstanding, increased by the number of additional shares that would have been outstanding had the potentially dilutive ordinary shares been issued, and reduced by the number of shares the Company could have repurchased with the proceeds from issuance of the potentially dilutive shares. Potentially dilutive ordinary shares include stock-based awards granted under stock-based compensation plans and shares committed to be purchased under the employee stock purchase plan. The table below sets forth the computation of basic and diluted earnings per share: Fiscal Year (in millions, except per share data) 2026 2025 2024 Numerator: Net income attributable to ordinary shareholders $ 4,801 $ 4,662 $ 3,676 Denominator: Basic – weighted average shares outstanding 1,281.8 1,285.6 1,327.7 Effect of dilutive securities: Employee stock options 0.7 0.5 0.7 Employee restricted stock units 2.9 2.2 1.4 Employee performance share units 2.7 1.5 0.4 Diluted – weighted average shares outstanding 1,288.1 1,289.9 1,330.2 Basic earnings per share $ 3.75 $ 3.63 $ 2.77 Diluted earnings per share $ 3.73 $ 3.61 $ 2.76 The calculation of weighted average diluted shares outstanding excludes stock options, restricted stock units, and performance share units of approximately 17 million, 26 million, and 28 million ordinary shares in fiscal years 2026, 2025, and 2024, respectively because their effect would have been anti-dilutive on the Company’s earnings per share. 15. Retirement Benefit Plans The Company sponsors various retirement benefit plans, including defined benefit pension plans, post-retirement medical plans, defined contribution savings plans, and termination indemnity plans, covering substantially all U.S. employees and many employees outside the U.S. The net expense related to these plans was $469 million, $466 million, and $451 million in fiscal years 2026, 2025, and 2024, respectively. In the U.S., the Company maintains qualified pension plans designed to provide guaranteed minimum retirement benefits to all eligible U.S. participants. Pension coverage for non-U.S. employees is provided, to the extent deemed appropriate, through separate plans. In addition to the benefits provided under the qualified pension plan, retirement benefits associated with wages in excess of the IRS allowable limits are provided to certain employees under a non-qualified plan. U.S. and Puerto Rico employees are also eligible to receive a medical benefit component, in addition to normal retirement benefits, through the Company’s post-retirement benefits. At April 24, 2026 and April 25, 2025, the funded status of the Company’s benefit plans was $724 million overfunded and $440 million overfunded, respectively. 97 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Defined Benefit Pension Plans The change in benefit obligation and funded status of the Company’s U.S. and Non-U.S. pension benefits are as follows: U.S. Pension Benefits(1) Non-U.S. Pension Benefits Fiscal Year Fiscal Year (in millions) 2026 2025 2026 2025 Accumulated benefit obligation at end of year: $ 3,302 $ 3,235 $ 1,677 $ 1,685 Change in projected benefit obligation: Projected benefit obligation at beginning of year $ 3,269 $ 3,194 $ 1,797 $ 1,604 Service cost 50 52 49 43 Interest cost 167 174 54 52 Employee contributions — — 11 10 Plan curtailments, settlements, and amendments — — (52) (2) Actuarial loss (gain)(2) 24 22 (22) 21 Benefits paid (186) (173) (41) (59) Currency exchange rate changes and other — — 5 129 Projected benefit obligation at end of year $ 3,324 $ 3,269 $ 1,801 $ 1,797 Change in plan assets: Fair value of plan assets at beginning of year $ 3,610 $ 3,551 $ 1,823 $ 1,659 Actual return on plan assets 483 200 11 34 Employer contributions 30 31 48 45 Employee contributions — — 11 10 Plan settlements — — (46) (2) Benefits paid (186) (173) (41) (59) Currency exchange rate changes and other — — 15 138 Fair value of plan assets at end of year $ 3,937 $ 3,610 $ 1,821 $ 1,823 Funded status at end of year: Fair value of plan assets $ 3,937 $ 3,610 $ 1,821 $ 1,823 Benefit obligations 3,324 3,269 1,801 1,797 Over funded status of the plans 613 341 20 27 Recognized asset $ 613 $ 341 $ 20 $ 27 Amounts recognized on the consolidated balance sheets consist of: Non-current assets $ 847 $ 591 $ 318 $ 322 Current liabilities (29) (29) (8) (7) Non-current liabilities (205) (221) (290) (289) Recognized asset $ 613 $ 341 $ 20 $ 27 Amounts recognized in accumulated other comprehensive loss: Prior service credit $ (12) $ (14) $ (2) $ (3) Net actuarial loss 381 602 240 230 Ending balance $ 369 $ 588 $ 238 $ 226 (1)In April 2020, the Company announced the freezing of the U.S. pension benefits beginning Plan year 2028. Employees will continue to earn benefits as required by the Medtronic Retirement Plan until April 30, 2027, after which date benefits will no longer be earned and employees will earn benefits through the Defined Contribution Savings Plans. (2)Actuarial gains and losses result from changes in actuarial assumptions (such as changes in the discount rate and revised mortality rates). The actuarial gains and losses were primarily driven by increases and decreases in discount rates, respectively. 98 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) In certain countries outside the U.S., fully funding pension plans is not a common practice, as funding provides no income tax benefit. Consequently, certain pension plans were partially funded at April 24, 2026 and April 25, 2025. U.S. and non-U.S. pension plans with accumulated benefit obligations in excess of plan assets consist of the following: Fiscal Year (in millions) 2026 2025 Accumulated benefit obligation $ 793 $ 813 Projected benefit obligation 829 849 Plan assets at fair value 340 347 U.S. and non-U.S. pension plans with projected benefit obligations in excess of plan assets consist of the following: Fiscal Year (in millions) 2026 2025 Projected benefit obligation $ 1,472 $ 1,470 Plan assets at fair value 940 924 Components of net periodic benefit cost other than the service component are recognized in other non-operating expense (income), net in the consolidated statements of income. The below table includes the components of net periodic benefit cost of the plans and other changes in plan assets and projected benefit obligations recognized in other comprehensive income (loss) for fiscal years 2026, 2025 and 2024: U.S. Pension Benefits Non-U.S. Pension Benefits Fiscal Year Fiscal Year (in millions) 2026 2025 2024 2026 2025 2024 Service cost $ 50 $ 52 $ 61 $ 49 $ 43 $ 42 Interest cost 167 174 162 54 52 53 Expected return on plan assets (256) (264) (261) (79) (68) (72) Amortization of prior service cost (2) (2) (2) — — (1) Amortization and settlement recognition of actuarial (gain) loss 18 16 18 15 1 (4) Net periodic benefit (credit) cost $ (23) $ (24) $ (22) $ 38 $ 28 $ 18 Net actuarial (gain) loss (204) 85 (339) 39 54 86 Prior service cost — — — 1 — (1) Amortization of prior service cost 2 2 2 — — 1 Amortization and settlement recognition of actuarial (gain) loss (18) (16) (18) (15) 1 3 Effect of exchange rates — — — 10 16 (3) Total recognized in other comprehensive (income) loss (219) 71 (355) 36 69 85 Total recognized in net periodic benefit cost and other comprehensive (income) loss $ (242) $ 47 $ (378) $ 75 $ 97 $ 103 99 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The actuarial assumptions are as follows: U.S. Pension Benefits Non-U.S. Pension Benefits Fiscal Year Fiscal Year 2026 2025 2024 2026 2025 2024 Critical assumptions – projected benefit obligation: Discount rate 5.16% - 5.82% 5.24% - 5.76% 5.54% - 5.75% 1.14% - 28.60% 1.21% - 24.40% 1.40% - 26.40% Rate of compensation increase 3.90 % 3.90 % 3.90 % 2.93 % 2.89 % 2.85 % Critical assumptions – net periodic benefit cost: Discount rate – benefit obligation 5.24% - 5.76% 5.54% - 5.75% 4.73% - 4.99% 1.21% - 24.40% 1.40% - 26.40% 1.30% - 10.70% Discount rate – service cost 5.25% - 5.87% 5.53% - 5.82% 4.68% - 5.07% 1.22% - 24.40% 1.40% - 26.40% 1.30% - 10.70% Discount rate – interest cost 4.95% - 5.37% 5.51% - 5.63% 4.73% - 4.90% 1.08% - 24.40% 1.40% - 26.40% 1.30% - 10.70% Expected return on plan assets 5.90% - 7.60% 6.40% - 8.10% 6.40% - 8.10% 3.99 % 3.80 % 4.07 % Rate of compensation increase 3.90 % 3.90 % 3.90 % 2.89 % 2.85 % 2.75 % The Company utilizes a full yield curve approach methodology to estimate the service and interest cost components of net periodic pension cost and net periodic post-retirement benefit cost for the Company’s pension and other post-retirement benefits. The full yield curve approach applies specific spot rates along the yield curve to their underlying projected cash flows in estimation of the cost components. The current yield curves represent high quality, long-term fixed income instruments. The expected long-term rate of return on plan assets assumptions are determined using a building block approach, considering historical averages and real returns of each asset class. In certain countries, where historical returns are not meaningful, consideration is given to local market expectations of long-term returns. Retirement Benefit Plan Investment Strategy The Company sponsors trusts that hold the assets for U.S. pension plans and other U.S. post-retirement benefit plans, primarily retiree medical benefits. For investment purposes, the Medtronic U.S. pension and other U.S. post-retirement benefit plans employ similar investment strategies with different asset allocation targets. The Company has a Qualified Plan Committee (the Plan Committee) that sets investment guidelines for U.S. pension plans and other U.S. post-retirement benefit plans with the assistance of external consultants. These guidelines are established based on market conditions, risk tolerance, funding requirements, and expected benefit payments. The Plan Committee also oversees the investment allocation process, selects the investment managers, and monitors asset performance. As pension liabilities are long-term in nature, the Company employs a long-term total return approach to maximize the long-term rate of return on plan assets for a prudent level of risk. An annual analysis on the risk versus the return of the investment portfolio is conducted to justify the expected long-term rate of return assumption. The investment portfolios contain a diversified allocation of investment categories, including equities, fixed income securities, hedge funds, and private equity. Securities are also diversified in terms of domestic and international, short- and long-term, growth and value styles, large cap and small cap stocks, and active and passive management. Outside the U.S., pension plan assets are typically managed by decentralized fiduciary committees. There is significant variation in policy asset allocation from country to country. Local regulations, funding rules, and financial and tax considerations are part of the funding and investment allocation process in each country. The weighted average target asset allocations at April 24, 2026 for the plans are 42% equity securities, 35% debt securities, and 23% other. The plans did not hold any investments in the Company’s ordinary shares at April 24, 2026 or April 25, 2025. 100 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The Company’s U.S. plans target asset allocations at April 24, 2026, compared to the U.S. plans actual asset allocations at April 24, 2026 and April 25, 2025 by asset category, are as follows: U.S. Plans Target Allocation Actual Allocation April 24, 2026 April 24, 2026 April 25, 2025 Asset Category: Equity securities 34 % 43 % 39 % Debt securities 51 34 40 Other 15 23 21 Total 100 % 100 % 100 % Strong performance on equity securities during the fiscal year resulted in asset allocations different than targets. Management expects to move the allocations closer to target over the intermediate term. Retirement Benefit Plan Asset Fair Values The following is a description of the valuation methodologies used for retirement benefit plan assets measured at fair value: Short-term investments: Short-term investments include money market funds. These investments are valued at the closing price reported in the active markets in which the individual security is traded. Mutual funds: Comprised of investments in equity and fixed income securities held in pooled investment vehicles. The valuations of mutual funds are based on the respective net asset values which are determined by the fund daily at market close. The net asset values are calculated based on the valuation of the underlying assets which are determined using observable inputs. The net asset values are publicly reported. Equity commingled trusts: Comprised of investments in equity securities held in pooled investment vehicles. The valuations of equity commingled trusts are based on the respective net asset values which are determined by the fund daily at market close. The net asset values are calculated based on the valuation of the underlying assets which are determined using observable inputs. The net asset values are not publicly reported, and funds are valued at the net asset value practical expedient. Fixed income commingled trusts: Comprised of investments in fixed income securities held in pooled investment vehicles. The valuations of fixed income commingled trusts are based on the respective net asset values which are determined by the fund, either daily or monthly depending on the investment, at market close. The net asset values are reported by the investment manager based on the valuation of the underlying assets held by the fund, less its liabilities. The net asset values are not publicly reported, and funds are valued at the net asset value practical expedient. Partnership units: Partnership units include investment partnerships that provide exposure to long/short equity, absolute return strategies, private equity investments, and real estate investments. The net asset values are reported by the investment manager based on the valuation of the underlying assets held by the partnerships, less its liabilities. The net asset values are not publicly reported, and funds are valued at the net asset value practical expedient. Registered investment companies: Valued at net asset values which are not publicly reported. The net asset values are calculated based on the valuation of the underlying assets. The underlying assets are valued at the quoted market prices of shares held by the plan at year-end in the active market on which the individual securities are traded. Insurance contracts: Comprised of investments in collective (group) insurance contracts, consisting of individual insurance policies. The policyholder is the employer, and each member is the owner/beneficiary of their individual insurance policy. These policies are a part of the insurance company’s general portfolio and participate in the insurer’s profit-sharing policy on an excess yield basis. Measurement using net asset value as a practical expedient is not used when it is determined to be probable that the fund will sell the investment for an amount different than the reported net asset value. The methods described above may produce fair values that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Company believes its valuation methodologies are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine fair value of certain financial instruments could result in a different fair value measurement at the reporting date. 101 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) The following tables provide information by level for the retirement benefit plan assets that are measured at fair value, as defined by U.S. GAAP. Certain investments for which the fair value is measured using the net asset value per share (or its equivalent) practical expedient are not presented within the fair value hierarchy. The fair value amounts presented for these investments are intended to permit reconciliation to the total fair value of plan assets at April 24, 2026 and April 25, 2025. U.S. Pension Benefits Fair Value at Fair Value Measurements Using Inputs Considered as Investments Measured at Net Asset Value (in millions) April 24, 2026 Level 1 Level 2 Level 3 Short-term investments $ 117 $ 117 $ — $ — $ — Mutual funds 72 72 — — — Equity commingled trusts 1,237 — — — 1,237 Fixed income commingled trusts 1,250 — — — 1,250 Partnership units 1,261 — — — 1,261 $ 3,937 $ 189 $ — $ — $ 3,748 Fair Value at Fair Value Measurements Using Inputs Considered as Investments Measured at Net Asset Value (in millions) April 25, 2025 Level 1 Level 2 Level 3 Short-term investments $ 70 $ 70 $ — $ — $ — Mutual funds 92 92 — — — Equity commingled trusts 1,011 — — — 1,011 Fixed income commingled trusts 1,296 — — — 1,296 Partnership units 1,142 — — — 1,142 $ 3,610 $ 162 $ — $ — $ 3,448 Non-U.S. Pension Benefits Fair Value at Fair Value Measurements Using Inputs Considered as Investments Measured at Net Asset Value (in millions) April 24, 2026 Level 1 Level 2 Level 3 Registered investment companies $ 1,769 $ — $ — $ — $ 1,769 Insurance contracts 52 — — 52 — $ 1,821 $ — $ — $ 52 $ 1,769 Fair Value at Fair Value Measurements Using Inputs Considered as Investments Measured at Net Asset Value (in millions) April 25, 2025 Level 1 Level 2 Level 3 Registered investment companies $ 1,775 $ — $ — $ — $ 1,775 Insurance contracts 48 — — 48 — $ 1,823 $ — $ — $ 48 $ 1,775 Non-U.S. pension benefit assets that are valued using significant unobservable inputs (Level 3) was $52 million and $48 million as of April 24, 2026 and April 25, 2025, respectively. The Company reviews the fair value hierarchy classification on an annual basis. There were no transfers into or out of Level 3 for both the U.S. and non-U.S. pension plans during fiscal years 2026 and 2025. 102 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Retirement Benefit Plan Funding It is the Company’s policy to fund retirement costs within the limits of allowable tax deductions. During fiscal year 2026, the Company made discretionary contributions of approximately $30 million to the U.S. defined benefit plans. Internationally, the Company contributed approximately $48 million for pension benefits during fiscal year 2026. The Company anticipates that it will make contributions of $29 million and $55 million to its U.S. pension benefit plans and non-U.S. pension benefit plans, respectively, in fiscal year 2027. Based on the guidelines under the U.S. Employee Retirement Income Security Act of 1974 and the various guidelines which govern the plans outside the U.S., the majority of anticipated fiscal year 2027 contributions will be discretionary. The Company believes that pension assets, returns on invested pension assets, and Company contributions will be able to meet its pension and other post-retirement obligations in the future. Retiree benefit payments, which reflect expected future service, are anticipated to be paid as follows: (in millions) Gross Payments Fiscal Year U.S. Pension Benefits Non-U.S. Pension Benefits 2027 $ 202 $ 81 2028 213 74 2029 221 80 2030 230 84 2031 237 88 2032 – 2036 1,222 517 Post-retirement Benefit Plans The net periodic benefit cost associated with the Company’s post-retirement benefit plans was income of $16 million in each of fiscal years 2026, 2025, and 2024. The Company’s projected benefit obligation for all post-retirement benefit plans was $230 million and $231 million at April 24, 2026 and April 25, 2025, respectively. The Company’s fair value of plan assets for all post-retirement benefit plans was $321 million and $303 million at April 24, 2026 and April 25, 2025, respectively. The post-retirement benefit plan assets at both April 24, 2026 and April 25, 2025 primarily comprised of equity and fixed commingled trusts, consistent with the U.S. retirement benefit plan assets outlined in the fair value leveling tables above. Defined Contribution Savings Plans The Company has defined contribution savings plans that cover substantially all U.S. employees and certain non-U.S. employees. The general purpose of these plans is to provide additional financial security during retirement by providing employees with an incentive to make regular savings. Company contributions to the plans are based on employee contributions and Company performance. Expense recognized under these plans was $470 million, $478 million, and $471 million in fiscal years 2026, 2025, and 2024, respectively. 16. Leases The Company leases office, manufacturing, and research facilities and warehouses, as well as transportation, data processing, and other equipment. The Company determines whether a contract is a lease or contains a lease at inception date. Upon commencement, the Company recognizes a right-of-use asset and lease liability. Right-of-use assets represent the Company's right to use the underlying asset for the lease term. Lease liabilities are the Company's obligation to make the lease payments arising from a lease. As the Company’s leases typically do not provide an implicit rate, the Company’s lease liabilities are measured on a discounted basis using the Company's incremental borrowing rate. Lease terms used in the recognition of right-of-use assets and lease liabilities include only options to extend the leases that are reasonably certain to be exercised. Additionally, lease terms underlying the right-of-use assets and lease liabilities consider terminations that are reasonably certain to be executed. The Company's lease agreements include leases that have both lease and associated nonlease components. The Company has elected to account for lease components and the associated nonlease components as a single lease component. The consolidated balance sheets do not include recognized assets or liabilities for leases that, at the commencement date, have a term of twelve months or less and do not include an option to purchase the underlying asset that is reasonably certain to be exercised. The Company recognizes such leases in the consolidated statements of income on a straight-line basis over the lease term. Additionally, the Company recognizes variable lease payments not included in its lease liabilities in the period in which the obligation for those payments is incurred. Variable lease payments for fiscal years 2026, 2025, and 2024 were not material. The Company's lease agreements include leases accounted for as operating leases and those accounted for as finance leases. The right-of-use assets, lease liabilities, lease costs, cash flows, and lease maturities associated with the Company's finance leases were not material to the consolidated financial statements at April 24, 2026 or April 25, 2025 or for fiscal years 2026, 2025 and 2024. Finance lease right-of-use 103 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) assets are included in property, plant, and equipment, net, and finance lease liabilities are included in current debt obligations and long-term debt on the consolidated balance sheets. The following table summarizes the balance sheet classification of the Company's operating leases and amounts of the right-of-use assets and lease liabilities at April 24, 2026 and April 25, 2025: (in millions) Balance Sheet Classification April 24, 2026 April 25, 2025 Right-of-use assets Other assets $ 1,197 $ 1,100 Current liability Other accrued expenses 198 192 Non-current liability Other liabilities 989 918 The following table summarizes the weighted-average remaining lease term and weighted-average discount rate for the Company's operating leases at April 24, 2026 and April 25, 2025: April 24, 2026 April 25, 2025 Weighted-average remaining lease term 8.9 Years 8.7 Years Weighted-average discount rate 4.0% 4.0% The following table summarizes the components of total operating lease cost for fiscal years 2026, 2025, and 2024: Fiscal Year (in millions) 2026 2025 2024 Operating lease cost $ 251 $ 232 $ 232 Short-term lease cost 52 66 41 Total operating lease cost $ 303 $ 298 $ 273 The following table summarizes the cash paid for amounts included in the measurement of operating lease liabilities and right-of-use assets obtained in exchange for operating lease liabilities for fiscal years 2026, 2025, and 2024: Fiscal Year (in millions) 2026 2025 2024 Cash paid for amounts included in the measurement of operating lease liabilities $ 270 $ 233 $ 232 Right-of-use assets obtained in exchange for operating lease liabilities 290 281 220 The following table summarizes the maturities of the Company's operating leases at April 24, 2026: (in millions) Fiscal Year Operating Leases 2027 $ 223 2028 196 2029 160 2030 133 2031 111 Thereafter 552 Total expected lease payments 1,376 Less: Imputed interest (188) Total lease liability $ 1,188 The Company makes certain products available to customers under lease arrangements, including arrangements whereby equipment is placed with customers who then purchase consumable products to accompany the use of the equipment. Income arising from arrangements where the Company is the lessor is recognized within net sales in the consolidated statements of income and the Company's net investments in sales-type leases are included in other current assets and other assets in the consolidated balance sheets. Lessor income for fiscal years 104 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) 2026, 2025, and 2024 and the related assets and lease maturities at April 24, 2026 and April 25, 2025 were not material to the consolidated financial statements. 17. Accumulated Other Comprehensive Loss The following table provides changes in accumulated other comprehensive loss (AOCL), net of tax, and by component: (in millions) Unrealized (Loss) Gain on Investment Securities Cumulative Translation Adjustments Net Investment Hedges Net Change in Retirement Obligations Unrealized Gain (Loss) on Cash Flow Hedges Total Accumulated Other Comprehensive (Loss) Income April 28, 2023 $ (258) $ (2,839) $ 245 $ (741) $ 93 $ (3,499) Other comprehensive income (loss) before reclassifications 29 (846) 633 205 438 457 Reclassifications 17 — — 7 (302) (278) Other comprehensive income (loss) 46 (846) 633 212 136 180 April 26, 2024 $ (212) $ (3,686) $ 878 $ (529) $ 229 $ (3,318) Other comprehensive income (loss) before reclassifications 135 851 (1,474) (116) (204) (808) Reclassifications 14 — — 5 (177) (158) Other comprehensive income (loss) 149 851 (1,474) (110) (381) (966) April 25, 2025 $ (63) $ (2,835) $ (597) $ (640) $ (149) $ (4,284) Other comprehensive income (loss) before reclassifications 48 389 (427) 133 (37) 105 Reclassifications — — — 10 68 78 Other comprehensive income (loss) 48 389 (427) 143 31 183 April 24, 2026 $ (15) $ (2,447) $ (1,024) $ (498) $ (116) $ (4,101) The income tax on gains and losses on investment securities in other comprehensive income before reclassifications during fiscal years 2026, 2025, and 2024 was an expense of $8 million, $25 million, and $4 million, respectively. During fiscal year 2026, the income taxes on realized gains and losses on investment securities reclassified from AOCL were not material. During fiscal years 2025 and 2024, realized gains and losses on investment securities reclassified from AOCL were reduced by income taxes of $3 million and $5 million, respectively. When realized, gains and losses on investment securities reclassified from AOCL are recognized within other non-operating expense (income), net. Refer to Note 5 for additional information. During fiscal years 2026, 2025, and 2024, the income tax on cumulative translation adjustment was an expense of $1 million, $4 million, and $3 million, respectively. During fiscal years 2026 and 2025, the income tax on net investment hedges was a benefit of $25 million and $47 million, respectively. During fiscal year 2024, there was no tax impact on net investment hedges. Refer to Note 7 for additional information. The net change in retirement obligations in other comprehensive income includes amortization of net actuarial losses included in net periodic benefit cost. The income tax on the net change in retirement obligations in other comprehensive income before reclassifications during fiscal years 2026, 2025, and 2024 resulted in an expense of $52 million, a benefit of $32 million, and an expense of $79 million, respectively. During fiscal years 2026, 2025, and 2024, the gains and losses on defined benefit and pension items reclassified from AOCL were reduced by income taxes of $2 million, $3 million, and $2 million, respectively. When realized, net gains and losses on defined benefit and pension items reclassified from AOCL are recognized within other non-operating expense (income), net. Refer to Note 15 for additional information. The income tax on unrealized gains and losses on cash flow hedges in other comprehensive income before reclassifications during fiscal years 2026, 2025, and 2024 was an expense of $43 million, a benefit of $33 million, and an expense of $103 million, respectively. Amounts reclassified from AOCL related to cash flow hedges included income taxes of $16 million, $52 million, and $66 million for fiscal years 2026, 2025, and 2024, respectively. When realized, gains and losses on currency exchange rate contracts reclassified from AOCL are recognized within other operating expense (income), net or cost of products sold. Refer to Note 7 for additional information. 105 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) 18. Commitments and Contingencies Legal Matters The Company and its affiliates are involved in a number of legal actions from time to time involving product liability, employment, intellectual property and commercial disputes, shareholder-related matters, environmental proceedings, tax disputes, and governmental proceedings and investigations, including those described below. With respect to governmental proceedings and investigations, like other companies in our industry, the Company is subject to extensive regulation by national, state, and local governmental agencies in the United States and in other jurisdictions in which the Company and its affiliates operate. As a result, interaction with governmental agencies is ongoing. The Company’s standard practice is to cooperate with regulators and investigators in responding to inquiries. With respect to intellectual property disputes, the Company is involved in litigation relating to patents, trademarks, copyrights, trade secrets, and other intellectual property (IP) rights, and licenses, acquisitions or other agreements relating to such rights. This litigation includes, but is not limited to, alleged infringement or misappropriation of IP rights, or breach of obligations related to IP rights, or other claims asserted by competitors, individuals, or, consistent with a growing trend across technology-intensive industries, other entities created specifically to fund IP litigation. With respect to commercial disputes, antitrust and competition issues have gained increased prominence, enforcement and private litigation have increased globally, and the Company is involved in or at risk for antitrust litigation, investigations or enforcement actions regarding a range of commercial activities, including challenges to mergers and acquisition transactions, joint ventures, co-development or co-marketing arrangements, contracting practices, distribution agreements and employment agreements. The outcomes of legal actions are not within the Company’s complete control and may not be known for prolonged periods of time. In some actions, the enforcement agencies or private claimants seek significant monetary damages and/or royalty payments, as well as other civil or criminal remedies (including injunctions barring or restricting the sale of products that are the subject of the proceeding, placing restrictions on competitive strategies or practices, or unwinding consummated transactions), any or all of which could have a material adverse impact on the Company’s consolidated earnings, financial position, and/or cash flows. The Company records a liability in the consolidated financial statements on an undiscounted basis for loss contingencies related to legal actions when a loss is known or considered probable and the amount may be reasonably estimated. If the reasonable estimate of a known or probable loss is a range, and no amount within the range is a better estimate than any other, the minimum amount of the range is accrued. If a loss is reasonably possible but not known or probable, and may be reasonably estimated, the estimated loss or range of loss is disclosed. When determining the estimated loss or range of loss, significant judgment is required. Estimates of probable losses resulting from litigation and governmental proceedings involving the Company are inherently difficult to predict, particularly when the matters are in early procedural stages with incomplete scientific facts or legal discovery, involve unsubstantiated or indeterminate claims for damages, potentially involve penalties, fines or punitive damages, or could result in a change in business practice. The Company classifies certain specified litigation charges and gains related to significant legal matters as certain litigation charges, net in the consolidated statements of income. During fiscal years 2026, 2025, and 2024, the Company recognized $113 million, $317 million, and $149 million of certain litigation charges, net, respectively. At April 24, 2026 and April 25, 2025, accrued litigation was approximately $0.2 billion and $0.4 billion, respectively. The ultimate cost to the Company with respect to this litigation is difficult to predict, and the cost of any litigation, including litigation subject to accruals, could be materially different than the amount of the current estimates and accruals and could have a material adverse impact on the Company’s consolidated earnings, financial position, and/or cash flows. The Company includes accrued litigation in other accrued expenses and other liabilities on the consolidated balance sheets. Intellectual Property Matters Colibri The Company was a defendant in patent litigation brought by Colibri Heart Valve LLC (Colibri) in the U.S. District Court for the Central District of California. Colibri alleged infringement of one patent by the Company’s Evolut family of transcatheter aortic valve replacement devices. The patent asserted by Colibri has expired. On February 8, 2023, a jury returned a verdict against the Company for approximately $106 million. In July 2023, the Company filed its appeal with the U.S. Court of Appeals for the Federal Circuit. On July 18, 2025, the U.S. Court of Appeals for the Federal Circuit ruled in favor of the Company and reversed the lower court, vacating the jury verdict and ruling that Medtronic did not infringe the Colibri patent. All additional appellate avenues have now closed, and the case will be closed in due course. This decision eliminates our potential liability in this matter. Product Liability Matters Hernia Mesh Litigation Starting in fiscal year 2020, plaintiffs began filing lawsuits against certain subsidiaries of the Company in U.S. state and federal courts that allege personal injury from hernia mesh products sold by those subsidiaries. As of June 10, 2026, the Company and certain of its subsidiaries have been named as defendants in lawsuits filed on behalf of approximately 10,350 individual plaintiffs, and certain plaintiffs’ 106 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) law firms have advised the Company that they may file additional cases in the future. Approximately 7,450 plaintiffs have pending lawsuits in a coordinated proceeding in Massachusetts state court, where they have been consolidated before a single judge. Approximately 500 plaintiffs have pending lawsuits in a coordinated action in Minnesota state court, and there are approximately 2,400 actions coordinated in a federal Multidistrict Litigation in the U.S. District Court for the District of Massachusetts plus fewer than ten one-off cases filed in other courts. The pending lawsuits relate almost entirely to hernia mesh products that have not been subject to recalls, withdrawals, or other adverse regulatory action. The Company recognized certain litigation charges in fiscal year 2026 in connection with certain of these matters, and the Company's accrued expenses for these matters are included within accrued litigation as of April 24, 2026 as discussed above. Diabetes Pump Retainer Ring Litigation Starting in fiscal year 2021, plaintiffs began filing lawsuits against the Diabetes operating unit in U.S. state and federal courts alleging personal injury, including deaths, from Series 600 insulin pumps with allegedly defective clear retainer rings that were subject to field corrective actions in 2019 and 2021. As of June 8, 2026, there are fifteen lawsuits filed on behalf of 55 individuals. Plaintiffs’ firms previously notified the Company that they may file additional lawsuits in the future on behalf of several thousand additional claimants. Most of the filed suits are coordinated in California state court. These lawsuits relate to products made by MiniMed. While the Company is a named defendant in these suits, as a result of the the IPO, MiniMed will be responsible for any financial liabilities resulting therefrom. The Company recognized certain litigation charges in fiscal year 2026 in connection with certain of these matters, and the Company's accrued expenses for these matters are included within accrued litigation as of April 24, 2026 as discussed above. Antitrust Matters Applied Medical The Company is a defendant in civil antitrust litigation brought by Applied Medical Resources Corporation (Applied) in the U.S. District Court for the Central District of California, alleging that the Company has engaged in anticompetitive and monopolistic conduct relating to its sales of advanced bipolar devices, including under contracts with group purchasing organizations. On August 15, 2025, the court denied the Company's motion for summary judgment concluding that there were disputed factual issues to be resolved at trial. A jury trial was held in the U.S. District Court for the Central District of California from January 20, 2026 to February 4, 2026. On February 5, 2026, the jury returned a verdict in favor of Applied, awarding Applied $382 million in damages, which will be automatically trebled by the court. In addition, we expect that Applied will seek attorneys’ fees and reasonable costs, an estimate of which is not available at this time. We expect that Applied will also seek injunctive relief from the court. The Company believes that the jury’s decision and amounts awarded are inconsistent with the law and evidence at trial. The Company has strong arguments to challenge the verdict, and if necessary, appeal with the appropriate appellate courts. The Company has filed its post-trial motion, and it is under consideration with the court. We expect that Applied will file its own post-trial motion. The Company plans to post surety bonds in the amount directed by the court once final judgment has been entered. In assessing whether the Company should record an expense related to the jury verdict, we considered various factors, including the legal and factual circumstances of the case, the planned post-trial proceedings, applicable law, and the likelihood that the jury’s award will be upheld after post-trial briefing and potentially on appeal. In light of the remaining post-trial motions and appeal, the ultimate result of this litigation remains uncertain. It is reasonably possible that as a result of a final court judgment or an appeal that none, some, or all of the jury’s verdict and other relief sought might ultimately be awarded, and an estimate of the ultimate loss or range of losses is not possible at this time. Accordingly, as a result of this review, we have determined, in accordance with applicable accounting principles, a loss or range of losses that we may incur is not probable at this time and have therefore not recorded a liability for this matter. Environmental Proceedings The Company is a successor to several investigation and cleanup actions at various stages related to environmental remediation matters at a number of sites, including in Orrington, Maine. These projects relate to a variety of activities, including removal of solvents, metals and other hazardous substances from soil and groundwater. The ultimate cost of site cleanup and timing of future cash flows is difficult to predict given uncertainties regarding the extent of the required cleanup, the interpretation of applicable laws and regulations, and alternative cleanup methods. The Company is also a successor to a party named in a lawsuit filed in the U.S. District Court for the District of Maine in the early 2000's by the Natural Resources Defense Council and the Maine People's Alliance relating to mercury contamination of the Penobscot River and Bay and options for remediating such contamination. In October 2022, the court issued a final order approving the settlement and the parties are working with consultants on implementation of remedial activities. The final court order did not result in a change to the Company's previous accrual for this matter. The Company's accrued expenses for these various environmental proceedings are included within accrued litigation as discussed above. 107 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Anti-Corruption Matters The Company has regular and ongoing interactions with governmental agencies, and its practice is to cooperate with such inquiries. In addition, from time to time, the Company self-discloses potential concerns to governmental regulators. Like many in the medical device industry or with international operations, the Company engages in periodic discussions with the U.S. Securities and Exchange Commission, U.S. Department of Justice, and various authorities in other countries regarding certain activities in different global markets. The Company is committed to regularly evaluating and, as appropriate, strengthening its anti-corruption compliance programs and practices. Any possible future determination that certain of our operations and activities, and/or those of our third-party distributors, are not in compliance with existing laws could result in the imposition of fines, penalties, and equitable remedies in the United States or in other jurisdictions. The Company has not recorded an expense in connection with these matters because any potential loss is not currently probable and reasonably estimable. Additionally, the Company is unable to reasonably estimate the range of loss, if any, that may result from these matters. Other Matters Italian Payback In 2015, “payback” legislation was enacted in Italy requiring companies selling medical devices to make payments to the Italian state if Italy’s medical device expenditures exceed annual regional maximum ceilings. The payment amounts are calculated based upon the amount by which the regional ceilings were exceeded for any given year. There has been significant scrutiny on the legality and enforceability of the payback law since its inception, and litigation challenging the law has been proceeding through the Italian Courts. Since the law was enacted, the Company has recognized an estimate for the amount of variable consideration. In July 2024, two rulings by the Constitutional Court of Italy found that the medical device payback law is constitutional. Therefore, the Company increased its liability pertaining to certain prior years since 2015 by $90 million during fiscal year 2025, as a reduction to net sales in the consolidated statements of income. In June 2025, the Italian government published a legislative decree confirming a reduction of the amounts due for years 2015 to 2018. The decree was formalized into law in August 2025. As a result, the Company decreased its liability pertaining to these years by $39 million during fiscal year 2026, as an increase to net sales in the consolidated statements of income. Discussions are ongoing between the Italian government and industry groups related to the applicability of this legislation for years 2019 and beyond, as such, it is possible that the amount of the Company’s liability could materially differ from the amount currently accrued. Contract Termination with Blackstone As described in Note 3, the Company is party to various research and development funding arrangements with Blackstone, which are subject to certain termination provisions. During fiscal year 2025, the parties negotiated a contractual dispute resolution under one of the funding arrangements. As a result, the Company recognized certain litigation charges in connection with the resolution and included the accrued litigation charge in other accrued expenses on the consolidated balance sheets as of April 25, 2025. Termination charges related to one of the Blackstone Agreements were paid in the first quarter of fiscal year 2026. Mallinckrodt Bankruptcy Litigation Certain of the Company’s affiliates are defendants in a lawsuit brought by a trust created in the bankruptcy of Mallinckrodt PLC (the “Trust”) in Delaware bankruptcy court. The Trust claims that Covidien spun off its pharmaceuticals business, Mallinckrodt, in 2013 to avoid potential liability relating to opioids. In January 2024, the Delaware bankruptcy court granted in part and denied in part an early-stage motion to dismiss all claims, finding that the claims alleging actual fraudulent transfer and alter ego or related liability could go forward, while dismissing the claims alleging constructive fraudulent transfer and breaches of fiduciary duty. In August 2025, the court granted in part and denied in part a motion for summary judgment filed by the Company’s affiliates arguing the Trust’s claims should be dismissed as a matter of law based on application of a safe harbor provision of the bankruptcy code. The case will now proceed to discovery into the merits of the Trust’s intentional fraudulent transfer and related claims. The Company’s affiliates believe they have substantial legal and factual defenses and intend to defend themselves vigorously. The Company has not recorded a liability in connection with this matter because any potential loss is not currently probable and reasonably estimable. Additionally, the Company is unable to reasonably estimate the range of loss, if any, that may result from this matter. Income Taxes In March 2009, the IRS issued its audit report on Medtronic, Inc. for fiscal years 2005 and 2006. Medtronic, Inc. reached agreement with the IRS on some, but not all matters related to these fiscal years. The remaining unresolved issue for fiscal years 2005 and 2006 relates to the allocation of income between Medtronic, Inc. and its wholly-owned subsidiary operating in Puerto Rico, which is one of the Company's key manufacturing sites. The Tax Court reviewed this dispute, and in June 2016, issued an opinion with respect to the allocation of income 108 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) between the parties for fiscal years 2005 and 2006 whereby it generally rejected the IRS’s position, but also made certain modifications to the Medtronic, Inc. tax returns as filed. In April 2017, the IRS filed a Notice of Appeal to the U.S. Court of Appeals for the Eighth Circuit regarding the Tax Court opinion. The U.S. Court of Appeals issued its opinion in August 2018 and remanded the case back to the Tax Court for additional factual findings. The Tax Court issued its second opinion in August 2022, the IRS filed a Notice of Appeal to the U.S. Court of Appeals for the Eighth Circuit in September 2023, and Medtronic subsequently filed a cross-appeal in October 2023. In September 2025, the Appellate Court remanded the case back to the Tax Court for additional proceedings. The matter is currently before the Tax Court, but the parties have requested that the court stay proceedings to permit the parties to discuss the potential for a resolution of the matter. In the absence of any such resolution, we expect the proceedings to resume in the Tax Court. The IRS had previously issued its audit reports on Medtronic, Inc. for fiscal years 2007 through 2016. Medtronic, Inc. and the IRS have reached agreement on all significant issues for fiscal years 2007 through 2016 except for the allocation of income between Medtronic, Inc. and its wholly-owned subsidiary operating in Puerto Rico for the businesses that are the subject of the U.S. Tax Court matter. In April 2026, the IRS issued a preliminary audit report on Medtronic Group Holding, Inc. for fiscal years 2017 to 2019 that effectively settled some, but not all matters related to these fiscal years. The significant issues that remain unresolved relate to the allocation of income between Medtronic’s U.S. entities and its affiliated entity operating in Puerto Rico, the interest rates on intercompany debt, and the calculation of foreign tax credits. The Company disagrees with the IRS and will attempt to resolve these matters at the IRS Appellate level. Medtronic Group Holding, Inc.’s fiscal years 2020 through 2023 U.S. federal income tax returns are currently being audited by the IRS. Covidien LP (a wholly owned subsidiary of Medtronic plc) has either reached agreement with the IRS or the statute of limitations has lapsed on its U.S. federal income tax returns through fiscal year 2022. Covidien LP’s fiscal year 2023 federal income tax return is currently being audited by the IRS. Although it is not possible to predict the outcome for most of the income tax matters discussed above, the Company believes it has adequately reserved for liabilities resulting from tax assessments by taxing authorities. However, it is possible that charges associated with these matters could have a material adverse impact on the Company’s consolidated earnings, financial position, and/or cash flows. Refer to Note 13 for additional discussion of income taxes. Guarantees In the normal course of business, the Company and/or its affiliates periodically enter into agreements that require one or more of the Company and/or its affiliates to indemnify customers or suppliers for specific risks, such as claims for injury or property damage arising as a result of the Company or its affiliates’ products, the negligence of the Company's personnel, or claims alleging that the Company's products infringe on third-party patents or other intellectual property. The Company also offers warranties on various products. The Company’s maximum exposure under these guarantees is unable to be estimated. Historically, the Company has not experienced significant losses on these types of guarantees. We also enter into standby letters of credit agreements, bank guarantees, and surety bonds with financial institutions to support various performance and other obligations, as well as ongoing tax matters. As of April 24, 2026, the aggregated amount outstanding under these instruments was approximately $1.3 billion. The Company believes the ultimate resolution of the above guarantees is not expected to have a material effect on the Company’s consolidated earnings, financial position, and/or cash flows. 109 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) 19. Segment and Geographic Information The Company had changes to its reportable segments during the fourth quarter of fiscal year 2026. Although the Diabetes Business did not historically meet the quantitative thresholds to be considered a reportable segment, the Company has historically presented the Diabetes Business as a reportable segment because management deemed the information useful to investors. As a result of the MiniMed IPO, management no longer believes segment information about the Diabetes Business is useful to investors given the temporary nature of ownership as the Company has stated its intent to divest its remaining interest in MiniMed within the next fiscal year and the lack of strategic significance to ongoing operations. The Diabetes Business operating segment results are aggregated with the Other operating segment within the reconciliations below. Prior period information has been recast to conform to the current presentation. As of April 24, 2026, the Company has three reportable segments: Cardiovascular Portfolio, Neuroscience Portfolio, and Medical Surgical Portfolio. The chief operating decision maker (CODM) is our Chief Executive Officer (CEO) and has chosen to organize the entity based upon therapy solutions provided by each segment. The three reportable segments are strategic businesses that are managed separately, as each one develops and manufactures products and provides services oriented toward targeted therapy solutions. The primary products and services from which the Cardiovascular Portfolio segment derives its revenues include products for the diagnosis, treatment, and management of cardiac rhythm disorders and cardiovascular disease, as well as services to diagnose, treat, and manage heart and vascular-related disorders and diseases. The primary products and services from which the Neuroscience Portfolio segment derives its revenues include those focused on neurostimulation therapies and drug delivery systems for the treatment of chronic pain, as well as various areas of the spine and brain, along with pelvic health and conditions of the ear, nose, and throat. The primary products and services from which the Medical Surgical Portfolio segment derives its revenues include those focused on diseases of the respiratory system, gastrointestinal tract, lungs, pelvic region, obesity, and other preventable complications. The CODM measures and evaluates segment performance and allocates resources based on net sales and segment operating profit. Net sales include end-customer revenues from products developed, manufactured, and distributed by the segments. Significant expense categories include cost of products sold excluding amortization of intangible assets, research and development expense, and selling, general, and administrative expenses. The CODM uses segment operating profit in the budget and forecasting process and to monitor budget and forecast variances versus actual when assessing segment performance and allocating capital resources to each segment. Segment operating profit excludes interest income and expense, amortization of intangible assets, currency impact of remeasurement and hedging recorded in other operating expense (income), net, non-operating income or expense items, and other items not allocated to the segments. During the first quarter of fiscal year 2026, the segment operating profit utilized by the CODM to evaluate segment performance and allocate resources changed to include allocations of certain corporate expenses, stock-based compensation, and centralized distribution expenses. For the fiscal years 2025 and 2024, segment operating profit and the Diabetes Business within the other operating segments profit below includes allocations of $3.9 billion and $3.8 billion, respectively, of corporate, stock-based compensation and centralized distribution expenses that were previously excluded from segment operating profit. Prior period information has been recast to conform to the current presentation. The accounting policies of the segments are the same as those described in Note 1. Certain depreciable assets may be recorded by one segment, while the depreciation expense is allocated to another segment. The allocation of depreciation expense is based on the proportion of the assets used by each segment. The CODM is not regularly provided with expenditures for additions to long-lived assets. 110 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Segment Operating Profit Fiscal Year 2026 (in millions) Cardiovascular Neuroscience Medical Surgical Total Net sales $ 13,976 $ 10,287 $ 8,815 $ 33,079 Reconciliation of revenues Other operating segments net sales(1) 3,247 Other adjustments(2) 39 Total consolidated net sales $ 36,364 Less: Cost of products sold, excluding amortization of intangible assets 4,695 3,151 3,476 11,323 Research and development expense 1,136 616 686 2,438 Selling, general, and administrative expense 4,519 3,421 2,511 10,451 Other segment items(3) (46) 36 14 4 Reportable segment operating profit $ 3,672 $ 3,062 $ 2,128 $ 8,862 Reconciliation of segment profit / (loss) Other operating segments profit(1) 106 Currency and other (112) Interest expense, net (715) Other non-operating expense (income), net 384 Amortization of intangible assets (1,772) Restructuring and associated costs (370) Acquisition and divestiture-related items (173) Certain litigation charges, net (113) Other adjustments 39 Income before income taxes $ 6,136 111 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Fiscal Year 2025 (in millions) Cardiovascular Neuroscience Medical Surgical Total Net sales $ 12,481 $ 9,846 $ 8,407 $ 30,734 Reconciliation of revenues Other operating segment net sales(1) 2,892 Other adjustments(2) (90) Total consolidated net sales $ 33,537 Less: Cost of products sold, excluding amortization of intangible assets 4,136 2,896 3,255 10,287 Research and development expense 1,020 612 665 2,298 Selling, general, and administrative expense 4,021 3,275 2,398 9,695 Other segment items(3) (41) 31 18 8 Reportable segment operating profit $ 3,344 $ 3,031 $ 2,071 $ 8,447 Reconciliation of segment profit / (loss) Other operating segments profit(1) 214 Currency and other (14) Interest expense, net (729) Other non-operating expense (income), net 402 Amortization of intangible assets (1,807) Restructuring and associated costs (303) Acquisition and divestiture-related items (124) Certain litigation charges, net (317) Medical device regulations (52) Other adjustments(2) (90) Income before income taxes $ 5,628 112 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Fiscal Year 2024 (in millions) Cardiovascular Neuroscience Medical Surgical Total Net sales $ 11,831 $ 9,406 $ 8,417 $ 29,654 Reconciliation of revenues Other operating segment net sales(1) 2,710 Total consolidated net sales $ 32,364 Less: Cost of products sold, excluding amortization of intangible assets 3,890 2,761 3,168 9,819 Research and development expense 991 624 646 2,261 Selling, general, and administrative expense 3,901 3,169 2,400 9,470 Other segment items(3) (28) 30 9 11 Reportable segment operating profit $ 3,078 $ 2,822 $ 2,193 $ 8,093 Reconciliation of segment profit / (loss) Other operating segments profit(1) 96 Currency and other 81 Interest expense, net (719) Other non-operating expense (income), net 412 Amortization of intangible assets (1,693) Restructuring and associated costs (389) Acquisition and divestiture-related items (777) Certain litigation charges, net (149) Medical device regulations (119) Income before income taxes $ 4,837 (1)Includes the operations and ongoing transition agreements from businesses the Company has exited, divested, or intends to separate, including the Diabetes Business. (2)Includes adjustments to the Company's Italian payback accruals resulting from the two July 2024 rulings by the Constitutional Court and the Legislative Decree published by the Italian government in June 2025 for certain prior years since 2015. (3)Other segment items for each reportable segment primarily includes royalty expense. The Cardiovascular segment also includes income from funded research and development arrangements. Total Assets and Depreciation Expense Total Assets Depreciation Expense (in millions) April 24, 2026 April 25, 2025 2026 2025 2024 Cardiovascular $ 17,553 $ 16,548 $ 253 $ 225 $ 199 Neuroscience 18,514 18,476 320 282 252 Medical Surgical 32,535 33,317 225 205 194 Total reportable segments 68,602 68,340 798 711 645 Other operating segments (1) 4,827 4,433 127 113 94 Corporate 19,598 18,906 261 229 215 Total $ 93,028 $ 91,680 $ 1,186 $ 1,054 $ 954 (1)Includes the operations and ongoing transition agreements from businesses the Company has exited, divested, or intends to separate, including the Diabetes Business. 113 Table of Contents Medtronic plc Notes to Consolidated Financial Statements (Continued) Geographic Information Net sales are attributed to the country based on the location of the customer taking possession of the products or in which the services are rendered. Geographic property, plant, and equipment are attributed to the country based on the physical location of the assets. The following table presents net sales for fiscal years 2026, 2025, and 2024, and property, plant, and equipment, net at April 24, 2026 and April 25, 2025 for the Company's country of domicile, countries with significant concentrations, and all other countries: Net sales Property, plant, and equipment, net (in millions) 2026 2025 2024 April 24, 2026 April 25, 2025 Ireland $ 143 $ 116 $ 113 $ 338 $ 291 United States 18,103 17,171 16,562 5,455 5,133 Rest of world 18,118 16,250 15,689 1,623 1,414 Total other countries, excluding Ireland 36,221 33,421 32,251 7,078 6,547 Total $ 36,364 $ 33,537 $ 32,364 $ 7,417 $ 6,837 No single customer represented over 10 percent of the Company’s consolidated net sales in fiscal years 2026, 2025, or 2024. 20. MiniMed Separation On March 9, 2026, MiniMed completed an initial public offering of 28,000,000 shares of its common stock, par value $0.01 per share (MiniMed Common Stock), at an initial public offering price of $20.00 per share for net proceeds of $538 million. MiniMed shares began trading on the Nasdaq Global Select Market (Nasdaq) under the symbol "MMED." As of the closing of the IPO, Medtronic owns 252,813,348 shares of MiniMed Common Stock, or approximately 90.03% of the total outstanding shares of MiniMed Common Stock. Due to the Company retaining a controlling financial interest, the consolidated financial statements reflect the financial results of MiniMed. As of March 9, 2026, the non-controlling interest associated with MiniMed was $381 million. The difference between the net proceeds from the IPO and the non-controlling interest balance is recognized in additional paid-in capital on the consolidated balance sheets. Medtronic and MiniMed have entered into various definitive agreements that, among other things, set forth the terms and conditions of the separation, the most significant of which includes a Transition Services Agreement (“TSA”). The TSA specifies the services to be provided by Medtronic to MiniMed for a period generally not expected to exceed 24 months following the completion of the IPO. The services are intended to facilitate an orderly transition of the Diabetes Business to operate as an independent public company. The Company plans to complete the separation of its Diabetes Business within the next fiscal year. 21. Subsequent Events Subsequent to year-end, on May 20, 2026, the Company announced its intent to acquire all outstanding equity of SPR Therapeutics, Inc., a privately held medical technology company. The acquisition enhances the Neuromodulation division within the Neuroscience portfolio with temporary peripheral nerve stimulation (PNS) technology, enabling earlier intervention for chronic pain sufferers. We expect consideration for the business to be approximately $650 million subject to customary closing adjustments. The acquisition is expected to close in the first half of fiscal year 2027, subject to regulatory approvals and satisfaction of other closing conditions. 114 Table of Contents