XML 59 R21.htm IDEA: XBRL DOCUMENT v3.24.1.1.u2
Stock Purchase and Award Plans
12 Months Ended
Apr. 26, 2024
Share-Based Payment Arrangement [Abstract]  
Stock Purchase and Award Plans Stock Purchase and Award Plans
In fiscal year 2024, 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 26, 2024, there were approximately 88 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 2024, 2023, and 2022:
 Fiscal Year
(in millions)202420232022
Stock options$76 $77 $70 
Restricted stock184 166 184 
Performance share units97 74 66 
Employee stock purchase plan36 38 39 
Total stock-based compensation expense$393 $355 $359 
Cost of products sold$35 $36 $36 
Research and development expense47 39 40 
Selling, general, and administrative expense310 280 283 
Total stock-based compensation expense393 355 359 
Income tax benefits(64)(60)(62)
Total stock-based compensation expense, net of tax$329 $295 $297 
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
 202420232022
Weighted average fair value of options granted$18.49 $17.76 $22.83 
Assumptions used:   
Expected life (years)6.16.06.0
Risk-free interest rate4.16 %2.70 %0.90 %
Volatility24.29 %24.05 %23.04 %
Dividend yield3.18 %2.92 %1.95 %
The following table summarizes stock option activity during fiscal year 2024:
 Options
(in thousands)
Wtd. Avg.
Exercise
Price
Wtd. Avg. Remaining Contractual Term (in years)Aggregate Intrinsic Value (in millions)
Outstanding at April 28, 2023
30,866 $93.30 
Granted4,823 86.86 
Exercised(1,445)65.07 
Expired/Forfeited/Cancelled(1,905)98.12 
Outstanding at April 26, 2024
32,339 93.32 4.9$30 
Expected to vest at April 26, 2024
8,914 95.62 8.4
Exercisable at April 26, 2024
22,746 92.46 3.428 
The following table summarizes the total cash received from the issuance of new shares upon stock option award exercises, the total intrinsic value of options exercised, and the related tax benefit during fiscal years 2024, 2023, and 2022:
Fiscal Year
(in millions)202420232022
Cash proceeds from options exercised$78 $77 $209 
Intrinsic value of options exercised28 42 174 
Tax benefit related to options exercised40 
Unrecognized compensation expense related to outstanding stock options at April 26, 2024 was $90 million and is expected to be recognized over a weighted average period of 2.4 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.
The following table summarizes restricted stock activity during fiscal year 2024:
 Units
(in thousands)
Wtd. Avg.
Grant
Price
Nonvested at April 28, 2023
5,189 $102.34 
Granted3,297 82.80 
Vested(1,819)102.17 
Forfeited/Cancelled(526)99.34 
Nonvested at April 26, 2024
6,142 92.57 
The following table summarizes the weighted-average grant date fair value of restricted stock granted, total fair value of restricted stock vested and related tax benefit during fiscal years 2024, 2023, and 2022:
Fiscal Year
(in millions, except per share data)202420232022
Weighted-average grant-date fair value per restricted stock$82.80 $91.83 $127.47 
Fair value of restricted stock vested186 256 194 
Tax benefit related to restricted stock vested29 45 52 
Unrecognized compensation expense related to restricted stock as of April 26, 2024 was $361 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 after three years. The awards include three metrics: relative total shareholder return (rTSR), revenue growth, and return on investor 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 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.
The following table summarizes performance share unit activity during fiscal year 2024:
 Units
(in thousands)
Wtd. Avg.
Grant
Price
Nonvested at April 28, 2023
2,043 $119.88 
Granted1,283 104.78 
Vested(249)129.49 
Performance adjustments (1)
(455)147.92 
Forfeited/Cancelled(200)113.57 
Nonvested at April 26, 2024
2,422 106.50 
(1)Performance adjustments are adjustments to grants where the performance period has ended and actual performance is known.
The following table summarizes the weighted-average grant date fair value of performance share units granted, total fair value of performance share units vested and related tax benefit during fiscal year 2024, 2023, and 2022:
Fiscal Year
(in millions, except per share data)202420232022
Weighted-average grant-date fair value per performance share units$104.78 $98.17 $149.16 
Fair value of performance share units vested78 — — 
Tax benefit related to performance share units vested— — 
Unrecognized compensation expense related to performance share units as of April 26, 2024 was $89 million and is expected to be recognized over a weighted average period of 1.6 years.
Employees Stock Purchase Plan (ESPP) The Company's shareholders approved the Medtronic plc 2024 Employee Stock Purchase Plan (2024 Plan) on October 19, 2023, which provides for a maximum of 30 million ordinary shares to be purchased by participating employees. The 2024 Plan replaced the Medtronic plc Amended and Restated 2014 Employees Stock Purchase Plan (2014 Plan) starting January 1, 2024. The 2024 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 2014 Plan and 2024 Plan is equal to the 15 percent discount the employee receives. Employees purchased 3 million shares at an average price of $71.10 per share in fiscal year 2024. At April 26, 2024, approximately 29 million ordinary shares were available for future purchase under the 2024 Plan.