REG - Smith & Nephew Plc - Chief Financial Officer Relocation

Smith & NephewAnnouncement

30/09/2025 07:00

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RNS Number : 2640B  Smith & Nephew Plc  30 September 2025

 

Chief Financial Officer Relocation to United States

 

29 September 2025

 

 

Smith+Nephew (LSE:SN, NYSE:SNN), the global medical technology business,
announces that its Chief Financial Officer ("CFO"), John Rogers, will relocate
from the United Kingdom and will become employed and based in the United
States with effect from 29 September 2025.

Over half of the Group's revenue comes from the US, and it is expected to
continue to be a major contributor to the Group's future growth. Given the
significant amount of time the CFO already spends in the US and in recognition
of the importance of the US market to the Group's strategy and operations,
John, with the support of the Board, has decided to relocate there.

Having the CFO based in the US will further enhance executive leadership and
oversight of operations in the region, reinforcing our strong commitment to
financial performance and operational excellence. This relocation will also
allow even closer collaboration with other senior leaders based in the US,
supporting focused execution of our business strategy. John will continue to
spend a significant portion of his time at Smith+Nephew's global headquarters
in the UK, and at our sites around the world.

John will be employed under a local US employment contract and accordingly his
remuneration arrangements will be adjusted to align to local market practice
and with the remuneration policy approved by shareholders at our 2024 Annual
General Meeting (the "Remuneration Policy") for Executive Directors who are
based and employed in the US.

The main elements of his new remuneration arrangements are set out below:

·      His base salary will be reduced from £750,375, or $1,013,006 at
current exchange rates, to $875,000;

·    His pension cash allowance will be reduced from 12% to 7.5% of base
salary to align with pension provision of US employees;

·      His existing target bonus opportunity will be unchanged at 107.5%
of base salary;

·     His target Performance Share Plan ("PSP") award will increase from
137.5% to 150% of base salary  applicable from January 1, 2026; and

·     He will be eligible for an annual Restricted Share Plan ("RSP")
award of 125% of base salary. The 2025 award will be pro-rated to allow for US
service over the vesting period.

The support provided to John as he moves from the UK to the US will follow the
Remuneration Policy and is consistent with support other employees receive
when moving internationally within the organisation.

Enquiries

 Investors / Analysts

 Emily Heaven                      +44 (0) 1923 477433

Smith+Nephew

 Media

 Charles Reynolds                  +44 (0) 1923 477314

Smith+Nephew

 Susan Gilchrist / Ayesha Bharmal  +44 (0) 20 7404 5959

Brunswick

 

About Smith+Nephew

 

Smith+Nephew is a portfolio medical technology business focused on the repair,
regeneration and replacement of soft and hard tissue. We exist to restore
people's bodies and their self-belief by using technology to take the limits
off living. We call this purpose 'Life Unlimited'. Our 17,000 employees
deliver this mission every day, making a difference to patients' lives through
the excellence of our product portfolio, and the invention and application of
new technologies across our three global business units of Orthopaedics,
Sports Medicine & ENT and Advanced Wound Management.

 

Founded in Hull, UK, in 1856, we now operate in around 100 countries and
generated annual sales of $5.8 billion in 2024. Smith+Nephew is a constituent
of the FTSE100 (LSE:SN, NYSE:SNN). The terms 'Group' and 'Smith+Nephew' are
used to refer to Smith & Nephew plc and its consolidated subsidiaries,
unless the context requires otherwise.

 

For more information about Smith+Nephew, please visit www.smith-nephew.com
(http://www.smith-nephew.com/)  and follow us on X
(http://www.twitter.com/smithnephewplc) , LinkedIn
(http://www.linkedin.com/company/smith-%26-nephew) , Instagram
(https://www.instagram.com/smithnephewmeded/)  or Facebook
(http://www.facebook.com/smithnephewplc) .

 

 

Forward-looking Statements

This document may contain forward-looking statements that may or may not prove
accurate. For example, statements regarding expected revenue growth and
trading profit margins, market trends and our product pipeline are
forward-looking statements. Phrases such as "aim", "plan", "intend",
"anticipate", "well-placed", "believe", "estimate", "expect", "target",
"consider" and similar expressions are generally intended to identify
forward-looking statements. Forward-looking statements involve known and
unknown risks, uncertainties and other important factors that could cause
actual results to differ materially from what is expressed or implied by the
statements. For Smith+Nephew, these factors include: conflicts in Europe and
the Middle East, economic and financial conditions in the markets we serve,
especially those affecting healthcare providers, payers and customers; price
levels for established and innovative medical devices; developments in medical
technology; regulatory approvals, reimbursement decisions or other government
actions; product defects or recalls or other problems with quality management
systems or failure to comply with related regulations; litigation relating to
patent or other claims; legal and financial compliance risks and related
investigative, remedial or enforcement actions; disruption to our supply chain
or operations or those of our suppliers; competition for qualified personnel;
strategic actions, including acquisitions and disposals, our success in
performing due diligence, valuing and integrating acquired businesses;
disruption that may result from transactions or other changes we make in our
business plans or organisation to adapt to market developments; relationships
with healthcare professionals; reliance on information technology and
cybersecurity; disruptions due to natural disasters, weather and climate
change related events; changes in customer and other stakeholder
sustainability expectations; changes in taxation regulations; effects of
foreign exchange volatility; and numerous other matters that affect us or our
markets, including those of a political, economic, business, competitive or
reputational nature. Please refer to the documents that Smith+Nephew has filed
with the U.S. Securities and Exchange Commission under the U.S. Securities
Exchange Act of 1934, as amended, including Smith+Nephew's most recent annual
report on Form 20-F, which is available on the SEC's website at www. sec.gov,
for a discussion of certain of these factors. Any forward-looking statement is
based on information available to Smith+Nephew as of the date of the
statement. All written or oral forward-looking statements attributable to
Smith+Nephew are qualified by this caution. Smith+Nephew does not undertake
any obligation to update or revise any forward-looking statement to reflect
any change in circumstances or in Smith+Nephew's expectations.

 

(◊) Trademark of Smith+Nephew. Certain marks registered in US Patent and
Trademark Office.

 

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.

This announcement is made in accordance with the UK Market Abuse Regulation
(Regulation (EU) 596/2014, as it forms part of domestic law by virtue of the
European Union (Withdrawal) Act 2018).

AWARDS MADE UNDER THE RESTRICTED SHARE PLAN 2024

On 29 September 2025, the following awards of US$0.20 ordinary shares (the
"Shares") in Smith & Nephew plc (the "Company") were granted to John
Rogers under the Smith & Nephew Restricted Share Plan 2024. The awards
have been made in London and are based on the closing Share price on the
London Stock Exchange between 6th and 19th August 2025 inclusive of £13.48.

The total pro-rated share award shown in the table below will vest in three
equal tranches in March 2026, March 2027 and March 2028. The award vesting is
contingent on a reasonable judgement underpin being met as determined by the
Remuneration Committee. Participants will receive an additional number of
shares equivalent to the amount of dividend payable per vested share during
the relevant vesting period.

  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                                    Restricted Share awards granted under the Smith & Nephew Restricted Share
                                                              Plan 2024
 Date of Transaction                                          29 September 2025
 Place of Transaction                                         Grant took place outside a trading venue

 

 Name                                          Price (£)   Volume  Aggregated information

 (Position)                           Status
 John Rogers (Chief Finance Officer)  PDMR     Nil         41,360  N/A Single Transaction

 

Helen Barraclough, Company Secretary, Smith & Nephew plc

 

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