MiniMed Group (MMED) Proxy filing summary

Executive summary

• The proxy statement covers the 2026 Annual Meeting, including director elections, auditor ratification, executive compensation, and governance matters.

• MiniMed completed its separation from Medtronic in March 2026 and now operates as a standalone public company, with Medtronic retaining a significant ownership stake.

• The meeting will be held virtually on October 9, 2026, with voting available online, by phone, or by mail.

Voting matters and shareholder proposals

• Shareholders will vote on electing four Class I directors, ratifying PwC as auditor, approving executive compensation (Say-on-Pay), and determining the frequency of Say-on-Pay votes.

• The board recommends voting for all director nominees, for auditor ratification, for executive compensation, and for annual Say-on-Pay votes.

• Shareholder proposals and director nominations for the 2027 meeting must be submitted by specified deadlines.

Board of directors and corporate governance

• The board consists of 11 directors divided into three classes with staggered three-year terms.

• MiniMed uses the Nasdaq “controlled company” exemption, allowing fewer independent directors, but the audit committee is fully independent.

• The board conducts annual self-evaluations and has established Audit, Compensation and Talent, and Nominating and Corporate Governance Committees.

• The Chair of the Board is an independent director, and the CEO and Chair roles are currently separated.