SMITH & NEPHEW PLC
13
March 2024
NOTIFICATION AND PUBLIC DISCLOSURE
IN ACCORDANCE WITH THE REQUIREMENTS OF THE EU MARKET ABUSE
REGULATION OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITIES ("PDMR") AND PERSONS CLOSELY ASSOCIATED WITH
THEM.
1. VESTING OF SHARE AWARDS UNDER THE GLOBAL SHARE
PLAN 2020
On 13 March 2024, the Company
received notification of the following transactions in US$0.20
ordinary shares (the "Shares") in Smith & Nephew plc (the
"Company") following the vesting of awards under the Smith &
Nephew Global Share Plan 2020.
i. VESTING OF 2021 PERFORMANCE SHARE PROGRAMME AWARDS MADE UNDER
THE SMITH & NEPHEW GLOBAL SHARE PLAN 2020:
The awards were granted under the
Global Share Plan 2020 on 21 May 2021, and vested on 11 March 2024
at 21% of target for those employees who were members of the
Company's Executive Committee when the award was granted and at
33.58% for all other senior employees who received an award.
A number of Shares were sold to cover taxation obligations arising
on the vesting of the awards. The number of Shares acquired
includes the dividend equivalent Shares which participants receive
on vested Shares. The table below sets out the number of
shares under award which vested. The remaining shares under
award have lapsed.
The following relates to individuals
included in the below notification:
|
Reason for the notification
|
|
Initial notification
/Amendment
|
Initial notification
|
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
Name
|
Smith & Nephew plc
|
|
LEI
|
213800ZTMDN8S67S1H61
|
|
Details of the transaction(s): section to be repeated for (i)
each type of instrument; (ii) each type of transaction; (iii) each
date; and (iv) each place where transactions have been
conducted
|
|
Description
of the financial instrument, type of instrument
|
Smith &
Nephew plc ordinary shares of USD 0.20 each
|
|
Identification code
|
ISIN: GB0009223206
|
|
Nature of the transaction
|
Vesting of Smith & Nephew Global
Share Plan 2020: Performance Share Programme awards granted on 21
May 2021, and subsequent sale of shares to cover tax
liability
|
|
Date of Transaction
|
2024 - 03 - 11 (vesting) and 2024 -
03 - 12 (market sale)
|
|
Place of Transaction
|
London Stock Exchange
(XLON)
|
|
Name
(Position)
|
Status
|
Price (£)
|
Volume
|
Aggregated information
|
|
Helen
Barraclough1
(Group General Counsel and Company
Secretary)
|
PDMR
|
11.079467
|
2,443 (of which 1,154 were sold and
1,289 retained.)
|
N/A Single Transaction
|
|
Bradley
Cannon2
(President, Orthopaedics &
Americas)
|
PDMR
|
11.079467
|
12,852 (of which 4,416 were sold and
8,436 retained.)
|
N/A Single Transaction
|
|
Phil Cowdy2
(Chief Corporate Development and
Corporate Affairs Officer)
|
PDMR
|
11.079467
|
5,736 (of which 2,707 were sold and
3,029 retained.)
|
N/A Single Transaction
|
|
Craig Gaffin1
President, Global
Orthopaedics
|
PDMR
|
11.079467
|
2,067 (of which 616 were sold and
1,451 retained.)
|
N/A Single Transaction
|
|
Elga Lohler2
(Chief HR Officer)
|
PDMR
|
11.079467
|
7,308 (of which 2,891 were sold and
4,417 retained.)
|
N/A Single Transaction
|
|
Vasant
Padmanabhan2
(President Research &
Development ENT)
|
PDMR
|
11.079467
|
7,161 (of which 2,875 were sold and
4,286 retained.)
|
N/A Single Transaction
|
|
Scott
Schaffner1
(President Sports
Medicine)
|
PDMR
|
11.079467
|
3,733 (of which 1,112 were sold and
2,621 retained.)
|
N/A Single Transaction
|
1Award vested at 33.58%
2Award vested at 21.00%
All figures in these columns are
stated to 6 decimal places where applicable.
ii. FINAL VESTING OF 2021 EQUITY INCENTIVE PROGRAMME AWARDS MADE UNDER
THE GLOBAL SHARE PLAN 2020:
The awards were granted under the
Global Share Plan 2020 on 9 March 2021. One third of the Shares
vested on 9 March 2022, a further third vested on 9 March 2023 and
the final third vested on 11 March 2024. A number of Shares were
sold to cover taxation obligations arising on the vesting of the
awards. The number of Shares acquired includes the dividend
equivalent Shares which participants receive on vested
Shares.
The following relates to individuals
included in the below notification:
|
Reason for the notification
|
|
Initial notification
/Amendment
|
Initial notification
|
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
Name
|
Smith & Nephew plc
|
|
LEI
|
213800ZTMDN8S67S1H61
|
|
Details of the transaction(s): section to be repeated for (i)
each type of instrument; (ii) each type of transaction; (iii) each
date; and (iv) each place where transactions have been
conducted
|
|
Description
of the financial instrument, type of instrument
|
Smith &
Nephew plc ordinary shares of USD 0.20 each
|
|
Identification code
|
ISIN: GB0009223206
|
|
Nature of the transaction
|
Final vesting on 11 March 2024 of
Equity Incentive Programme awards granted on 9 March 2021 under the
Smith & Nephew Global Share Plan 2020, and subsequent sale of
shares to cover tax liability
|
|
Date of Transaction
|
2024 - 03 - 11 (vesting) and 2024 -
03 - 12 (market sale)
|
|
Place of Transaction
|
London Stock Exchange
(XLON)
|
|
Name
(Position)
|
Status
|
Price (£)
|
Volume
|
Aggregated information
|
|
Helen Barraclough
(Group General Counsel and Company
Secretary)
|
PDMR
|
11.079467
|
3,105 (of which 1,465 were sold and
1,640 retained.)
|
N/A Single Transaction
|
|
Bradley Cannon
(President, Orthopaedics &
Americas)
|
PDMR
|
11.079467
|
7,082 (of which 2,432 were sold and
4,650 retained.)
|
N/A Single Transaction
|
|
Phil Cowdy
(Chief Corporate Development and
Corporate Affairs Officer)
|
PDMR
|
11.079467
|
5,679 (of which 2,679 were sold and
3,000 retained.)
|
N/A Single Transaction
|
|
Elga Lohler
(Chief HR Officer)
|
PDMR
|
11.079467
|
6,328 (of which 2,502 were sold and
3,826 retained.)
|
N/A Single Transaction
|
|
Vasant Padmanabhan
(President Research &
Development ENT)
|
PDMR
|
11.079467
|
5,246 (of which 2,106 were sold and
3,140 retained.)
|
N/A Single Transaction
|
|
Scott Schaffner
(President Sports
Medicine)
|
PDMR
|
11.079467
|
3,562 (of which 1,060 were sold and
2,502 retained.)
|
N/A Single Transaction
|
All figures in these columns are
stated to 6 decimal places where applicable.
iii. PARTIAL
VESTING OF 2022 DEFERRED BONUS SHARE AWARDS MADE UNDER THE GLOBAL
SHARE PLAN 2020:
The awards were granted under the
Global Share Plan 2020 on 9 March 2022. One third of the Shares
vested on 9 March 2023, a further third vested on 11 March 2024 and
the final third will vest on 10 March 2025. A number of Shares were
sold to cover taxation obligations arising on the vesting of the
awards. The number of Shares acquired includes the dividend
equivalent Shares which participants receive on vested
Shares.
The following relates to individuals
included in the below notification:
|
Reason for the notification
|
|
Initial notification
/Amendment
|
Initial notification
|
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
Name
|
Smith & Nephew plc
|
|
LEI
|
213800ZTMDN8S67S1H61
|
|
Details of the transaction(s): section to be repeated for (i)
each type of instrument; (ii) each type of transaction; (iii) each
date; and (iv) each place where transactions have been
conducted
|
|
Description
of the financial instrument, type of instrument
|
Smith &
Nephew plc ordinary shares of USD 0.20 each
|
|
Identification code
|
ISIN: GB0009223206
|
|
Nature of the transaction
|
Partial vesting on 11 March 2024 of
Deferred Bonus Share awards, granted on 9 March 2022 under the
Smith & Nephew Global Share Plan 2020, and subsequent sale of
shares to cover tax liability
|
|
Date of Transaction
|
2024 - 03 - 11 (vesting) and 2024 -
03 - 12 (market sale)
|
|
Place of Transaction
|
London Stock Exchange
(XLON)
|
|
Name
(Position)
|
Status
|
Price (£)
|
Volume
|
Aggregated information
|
|
Helen Barraclough
(Group General Counsel and Company
Secretary)
|
PDMR
|
11.079467
|
1,769 (of which 834 were sold and
935 retained.)
|
N/A Single Transaction
|
|
Bradley Cannon
(President, Orthopaedics &
Americas)
|
PDMR
|
11.079467
|
6,418 (of which 2,205 were sold and
4,213 retained.)
|
N/A Single Transaction
|
|
Phil Cowdy
(Chief Corporate Development and
Corporate Affairs Officer)
|
PDMR
|
11.079467
|
2,900 (of which 1,368 were sold and
1,532 retained.)
|
N/A Single Transaction
|
|
Craig Gaffin
President, Global
Orthopaedics
|
PDMR
|
11.079467
|
873 (of which 260 were sold and 613
retained.)
|
N/A Single Transaction
|
|
Mizanu Kebede
(Chief Quality & Regulatory
Affairs Officer)
|
PDMR
|
11.079467
|
734 (of which 273 were sold and 461
retained.)
|
N/A Single Transaction
|
|
Elga Lohler
(Chief HR Officer)
|
PDMR
|
11.079467
|
4,139 (of which 1,637 were sold and
2,502 retained.)
|
N/A Single Transaction
|
|
Vasant Padmanabhan
(President Research &
Development ENT)
|
PDMR
|
11.079467
|
3,348 (of which 1,344 were sold and
2,004 retained.)
|
N/A Single Transaction
|
|
Scott Schaffner
(President Sports
Medicine)
|
PDMR
|
11.079467
|
2,433 (of which 724 were sold and
1,709 retained.)
|
N/A Single Transaction
|
All figures in these columns are
stated to 6 decimal places where applicable.
iv. PARTIAL
VESTING OF 2023 DEFERRED BONUS SHARE AWARDS MADE UNDER THE GLOBAL
SHARE PLAN 2020:
The awards were granted under the
Global Share Plan 2020 on 9 March 2023. One third of the Shares
vested on 11 March 2024, a further third will vest on 10 March 2025
and the final third will vest on 9 March 2026. A number of Shares
were sold to cover taxation obligations arising on the vesting of
the awards. The number of Shares acquired includes the dividend
equivalent Shares which participants receive on vested
Shares.
The following relates to individuals
included in the below notification:
|
Reason for the notification
|
|
Initial notification
/Amendment
|
Initial notification
|
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
Name
|
Smith & Nephew plc
|
|
LEI
|
213800ZTMDN8S67S1H61
|
|
Details of the transaction(s): section to be repeated for (i)
each type of instrument; (ii) each type of transaction; (iii) each
date; and (iv) each place where transactions have been
conducted
|
|
Description
of the financial instrument, type of instrument
|
Smith &
Nephew plc ordinary shares of USD 0.20 each
|
|
Identification code
|
ISIN: GB0009223206
|
|
Nature of the transaction
|
Partial vesting on 11 March 2024 of
Deferred Bonus Share awards, granted on 9 March 2023 under the
Smith & Nephew Global Share Plan 2020, and subsequent sale of
shares to cover tax liability
|
|
Date of Transaction
|
2024 - 03 - 11 (vesting) and 2024 -
03 - 12 (market sale)
|
|
Place of Transaction
|
London Stock Exchange
(XLON)
|
|
Name
(Position)
|
Status
|
Price (£)
|
Volume
|
Aggregated information
|
|
Helen Barraclough
(Group General Counsel and Company
Secretary)
|
PDMR
|
11.079467
|
1,714 (of which 809 were sold and
905 retained.)
|
N/A Single Transaction
|
|
Bradley Cannon
(President, Orthopaedics &
Americas)
|
PDMR
|
11.079467
|
2,818 (of which 968 were sold and
1,850 retained.)
|
N/A Single Transaction
|
|
Paul Connolly
(President, Global
Operations)
|
PDMR
|
11.079467
|
1,943 (of which 662 were sold and
1,281 retained.)
|
N/A Single Transaction
|
|
Phil Cowdy
(Chief Corporate Development and
Corporate Affairs Officer)
|
PDMR
|
11.079467
|
1,847 (of which 871 were sold and
976 retained.)
|
N/A Single Transaction
|
|
Craig Gaffin
President, Global
Orthopaedics
|
PDMR
|
11.079467
|
574 (of which 171 were sold and 403
retained.)
|
N/A Single Transaction
|
|
Mizanu Kebede
(Chief Quality & Regulatory
Affairs Officer)
|
PDMR
|
11.079467
|
1,987 (of which 738 were sold and
1,249 retained.)
|
N/A Single Transaction
|
|
Elga Lohler
(Chief HR Officer)
|
PDMR
|
11.079467
|
2,907 (of which 1,149 were sold and
1,758 retained.)
|
N/A Single Transaction
|
|
Vasant Padmanabhan
(President Research &
Development ENT)
|
PDMR
|
11.079467
|
2,365 (of which 949 were sold and
1,416 retained.)
|
N/A Single Transaction
|
|
Alison Parkes
(Chief Compliance
Officer)
|
PDMR
|
11.079467
|
1,028 (of which 486 were sold and
542 retained.)
|
N/A Single Transaction
|
|
Scott Schaffner
(President Sports
Medicine)
|
PDMR
|
11.079467
|
949 (of which 283 were sold and 666
retained.)
|
N/A Single Transaction
|
All figures in these columns are
stated to 6 decimal places where applicable.
Sarah Carne
Deputy Company Secretary
Smith & Nephew plc
Tel: +44 (0)1923
477100