0001628280-26-016018 Sample Contracts

MGH-MM INTELLECTUAL PROPERTY CROSS-LICENSE AGREEMENT
Intellectual Property Cross-License Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus • Delaware

This MGH-MM INTELLECTUAL PROPERTY CROSS-LICENSE AGREEMENT, dated as of March 1, 2026 (the “Agreement”) is entered into by and between Medtronic Group Holding Inc., a Minnesota corporation (“Medtronic”) and Medtronic MiniMed, Inc., a Delaware corporation (“SplitCo”). Medtronic and SplitCo are collectively referred to herein as the “Parties” and individually as a “Party”.

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MINIMED GROUP, INC. PERFORMANCE-BASED RESTRICTED STOCK UNIT AGREEMENT
Performance-Based Restricted Stock Unit Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus • Delaware

Performance Period: Grant Date to the Divestment Date (as defined in the Separation Agreement, dated March 1, 2026, by and between Medtronic Group Holding, Inc. and Kangaroo US Holdco 2, Inc.).

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MASTER SERVICES AGREEMENT
Master Services Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus • Delaware

This MASTER SERVICES AGREEMENT (“MSA”), is entered into as of March 1, 2026 (“Effective Date”) by and between Medtronic Puerto Rico Operations Co. (“Medtronic”), a Cayman Islands company with offices at Ceiba Norte Industrial Park, 50 Road 31 KM 24.4, Juncos, PR 00777-3869 and MiniMed Puerto Rico Operations LLC (“Provider”), a Cayman Island company with address of Conyers Trust Company (Cayman) Limited, P.O Box 2681, Cricket Square, Hutchins Drive, George Town, Grand Cayman, KY, Cayman Islands. The term “MSA” shall mean this document and any included Appendices. The MSA, executed on or after the Effective Date, shall be referred to as an “MSA.” Both Medtronic and Provider may be referred to as a “Party” or collectively, as the “Parties.”

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LEASE AGREEMENT (GROSS)
Lease Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus

THIS LEASE AGREEMENT (this “Lease”), dated March 1, 2026 (the “Effective Date”), is made by and between MINIMED PUERTO RICO OPERATIONS LLC (“Landlord”), and MEDTRONIC PUERTO RICO OPERATIONS CO. (“Tenant”).

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TRANSITION SERVICES AGREEMENT by and between Medtronic Group Holding, Inc. and Kangaroo US HoldCo 2, Inc.
Transition Services Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus • Delaware

TRANSITION SERVICES AGREEMENT (this “Agreement”), dated as of March 1, 2026 (the “Effective Date”), by and among (i) Medtronic Group Holding, Inc., a Delaware corporation (“Medtronic”), and (ii) Kangaroo US HoldCo 2, Inc., a Delaware corporation (“Initial SplitCo Party”), which prior to the Separation Date shall be merged with and into MiniMed Group, Inc., a Delaware corporation (“SplitCo Parent”), with SplitCo Parent surviving such merger (the “SplitCo Merger”) and continuing as “SplitCo” hereunder.

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CO-EXISTENCE AGREEMENT
Co-Existence Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus

This CO-EXISTENCE AGREEMENT (this “Agreement”) is entered into effective as of March 1, 2026, by and between Medtronic Group Holding, Inc., a Minnesota corporation (“Medtronic”), and Kangaroo US HoldCo 2, Inc., (prior to the SplitCo Merger (as defined below), “SplitCo” and, following the SplitCo Merger, (“Initial SplitCo Party”)), which on or before the Separation Date shall be merged with and into MiniMed Group, Inc., a Delaware corporation (“SplitCo Parent” whether prior to or following the SplitCo Merger), and, following the SplitCo Merger, (“SplitCo”) with SplitCo Parent surviving such merger (the “SplitCo Merger”) and continuing as “SplitCo” hereunder) (Medtronic and SplitCo each a “Party,” and together, the “Parties”).

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TRANSITION MANUFACTURING AND SUPPLY AGREEMENT
Transition Manufacturing and Supply Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus • Delaware

This TRANSITION MANUFACTURING AND SUPPLY AGREEMENT (this “Agreement”), dated as of March 1, 2026 (“Effective Date”) by and between Medtronic, Inc. (“Medtronic”), and Medtronic MiniMed, Inc., a Delaware corporation (“MiniMed” and, together with Medtronic, the “Parties” and each a “Party”).

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TRANSITIONAL TRADEMARK CROSS-LICENSE AGREEMENT
Transitional Trademark Cross-License Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus • Delaware

This TRANSITIONAL TRADEMARK CROSS-LICENSE AGREEMENT, dated as of March 1, 2026 (the “Agreement”) is entered into by and between Medtronic Group Holding, Inc., a Minnesota corporation (“Medtronic” and Kangaroo US HoldCo 2, Inc., (prior to the SplitCo Merger (as defined below), “SplitCo” and, following the SplitCo Merger, (“Initial SplitCo Party”)), which on or before the Separation Date shall be merged with and into MiniMed Group, Inc., a Delaware corporation (“SplitCo Parent” whether prior to or following the SplitCo Merger), and, following the SplitCo Merger, (“SplitCo”) with SplitCo Parent surviving such merger (the “SplitCo Merger”) and continuing as “SplitCo” hereunder). Medtronic and SplitCo are collectively referred to herein as the “Parties” and individually as a “Party”.

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MINIMED GROUP, INC. NON-EMPLOYEE DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus • Delaware
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Registration Rights Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus • Delaware

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 1, 2026, between Medtronic plc, an Irish public limited company (“Medtronic”), and Kangaroo US HoldCo 2, Inc., a Delaware corporation, which on or before the Separation Date (as defined in the Separation Agreement) shall be merged with and into MiniMed Group, Inc., a Delaware corporation (the “Company”).

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SEPARATION AGREEMENT by and between MEDTRONIC GROUP HOLDING, INC. and KANGAROO US HOLDCO 2, INC. Dated as of March 1, 2026
Separation Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus • Delaware

This SEPARATION AGREEMENT, dated as of March 1, 2026, by and between (i) Medtronic Group Holding, Inc., a Minnesota corporation (“Medtronic”) and (ii) Kangaroo US HoldCo 2, Inc., a Delaware corporation (prior to the SplitCo Merger (as defined below), “SplitCo” and, following the SplitCo Merger, (“Initial SplitCo Party”)), which on or before the Separation Date shall be merged with and into MiniMed Group, Inc., a Delaware corporation (“SplitCo Parent” whether prior to or following the SplitCo Merger), and, following the SplitCo Merger, (“SplitCo”) with SplitCo Parent surviving such merger (the “SplitCo Merger”) and continuing as “SplitCo” hereunder. Capitalized terms used herein and not otherwise defined shall have the respective meaning assigned to them in Article I hereof.

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EMPLOYEE MATTERS AGREEMENT by and between MEDTRONIC GROUP HOLDING, INC. and KANGAROO US HOLDCO 2, INC. Dated as of March 1, 2026
Employee Matters Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus

EMPLOYEE MATTERS AGREEMENT, dated as of March 1, 2026, by and between Medtronic Group Holding, Inc., a Minnesota corporation (“Medtronic”) and Kangaroo US Holdco 2, Inc., a Delaware corporation (“SplitCo” and, each of Medtronic and SplitCo, a “Party” and together, the “Parties”). Capitalized terms used in this Agreement and not defined herein shall have the meanings ascribed to such terms in the Separation Agreement, dated as of the date hereof, by and between the Parties (the “Separation Agreement”).

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TAX MATTERS AGREEMENT by and between MEDTRONIC GROUP HOLDING, INC. and KANGAROO US HOLDCO 2, INC. Dated as of March 1, 2026
Tax Matters Agreement • March 9th, 2026 • MiniMed Group, Inc. • Surgical & medical instruments & apparatus • Delaware

THIS TAX MATTERS AGREEMENT (this “Agreement”), is dated as of March 1, 2026, by and between (i) Medtronic Group Holding, Inc., a Minnesota corporation (“Medtronic”) and (ii) Kangaroo US HoldCo 2, Inc., a Delaware corporation (Kangaroo US HoldCo 2, Inc., prior to the SplitCo Merger (as defined below), “SplitCo”) (each a “Party” and together, the “Parties”), which on or before the Separation Date shall be merged with and into MiniMed Group, Inc., a Delaware corporation (“SplitCo Parent” whether prior to or following the SplitCo Merger), and, following the SplitCo Merger, (“SplitCo”) with SplitCo Parent surviving such merger (the “SplitCo Merger”) and continuing as “SplitCo” hereunder. Capitalized terms used in this Agreement and not defined herein shall have the meanings ascribed to such terms in the Separation Agreement, dated as of the date hereof, by and among the Parties (the “Separation Agreement”).

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