Edgar Filing: Covidien plc

c/o COVIDIEN PLC

  COMPANY SECRETARY

  20 ON HATCH

  LOWER HATCH STREET

  DUBLIN 2, IRELAND

You are receiving this communication because you hold shares in the company named above.

This is not a ballot. You cannot use this notice to vote these shares. This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

We encourage you to access and review all of the important information contained in the proxy materials before voting.

See the reverse side of this notice to obtain

proxy materials and voting instructions.

DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14A

(Rule 14a-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of

the Securities Exchange Act of 1934

Filed by the Registrant x

Filed by a Party other than the Registrant ¨

Check the appropriate box:

¨	Preliminary Proxy Statement

¨	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

¨	Definitive Proxy Statement

x	Definitive Additional Materials

¨	Soliciting Material Pursuant to §240.14a-12

COVIDIEN PUBLIC LIMITED COMPANY

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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Date Filed:

***Exercise Your Right to Vote***

Notice of Annual General Meeting and Important Notice Regarding the Availability

of Proxy Materials

Meeting Information

Meeting Type:

Annual Meeting

COVIDIEN PLC

For holders as of:

January 9, 2014

Date: March 19, 2014

Time: 10:30 a.m., local time

Location: The Conrad Dublin Hotel

Earlsfort Terrace

Dublin 2, Ireland


				Before You Vote

How to Access the Proxy Materials


						Proxy Materials Available to VIEW or RECEIVE:
						• Notice and Proxy Statement, including resolutions • Annual Report, including Form 10-K • Irish Statutory Accounts, including related reports How to View Online: Have the information that is printed in the box marked by the arrow (located on the following page) and visit: www.proxyvote.com. How to Request and Receive a PAPER or E-MAIL Copy: If you want to receive a paper or e-mail copy of these documents, you must request one. There is NO charge for requesting a copy. Please choose one of the following methods to make your request: 1) BY INTERNET: www.proxyvote.com 2) BY TELEPHONE: 1-800-579-1639 3) BY E-MAIL: sendmaterial@proxyvote.com If requesting materials by e-mail, please send a blank e-mail with the information that is printed in the box marked by the arrow ( located on the following page) in the subject line. Requests, instructions and other inquiries sent to this e-mail address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before March 5, 2014 to facilitate timely delivery.


				How To Vote

Please Choose One of the Following Voting Methods



						Vote In Person: You may attend the meeting in person or appoint a proxy to attend, speak and vote at the meeting on your behalf. This proxy does not have to be a shareholder. Please check the meeting materials for additional information regarding requirements relating to meeting attendance, voting in person and appointing a proxy other than the designated officers of the Company. At the meeting, you will need to request a ballot to vote these shares. Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow (located on the following page) available and follow the instructions. Vote By Mail: You can vote by mail by requesting a paper copy of the materials, which will include a proxy card.

Voting Items

The Board of Directors recommends a vote FOR

the nominees listed under Item 1.

Item 1 —

Election of Directors

NOMINEES:

The Board of Directors recommends a vote FOR Items 2, 3, 4, 5, 6 and 7.

Item 2 —

Approve, in a non-binding advisory vote, the appointment of the Independent Auditors and authorize, in a binding vote, the Audit Committee to set the auditors’ remuneration.

1a)

José E. Almeida

1b)

Joy A. Amundson

Item 3 —

Approve, in a non-binding advisory vote, the compensation of named executive officers.

1c)

Craig Arnold

Item 4 —

Authorize the Company and/or any subsidiary to make market purchases of Company shares.

1d)

Robert H. Brust

Item 5 —

Determine the price range at which the Company can reissue shares it holds as treasury shares. (Special Resolution)

1e)

Christopher J. Coughlin

1f)

Randall J. Hogan, III

Item 6 —

Renew the Directors’ authority to issue shares.

1g)

Martin D. Madaus

Item 7 —

Renew the Directors’ authority to issue shares for cash without first offering them to existing shareholders. (Special Resolution)

1h)

Dennis H. Reilley

1i)

Stephen H. Rusckowski

1j)

Joseph A. Zaccagnino