REG - Smith & Nephew Plc - Director/PDMR Shareholding

Smith & NephewAnnouncement

29/08/2025 11:00

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RNS Number : 2505X  Smith & Nephew Plc  29 August 2025

SMITH & NEPHEW PLC

 

29 August 2025

 

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).

 

1.   AWARDS MADE UNDER THE GLOBAL SHARE PLAN 2020

 

On 27 August 2025, the following awards of US$0.20 ordinary shares (the
"Shares") in Smith & Nephew plc (the "Company") were granted to Ajay
Dhankhar under the Smith & Nephew Global Share Plan 2020. The awards have
been made in London and are based on the closing Share price on the London
Stock Exchange between 6 and 19 August 2025 inclusive, of £13.48.

 

i.          PERFORMANCE SHARE PROGRAMME 2025 AWARDS

 

The following Performance Share awards will vest as follows:

 

a.         *40,005 shares will vest on 8 March 2027 subject to the
achievement of performance conditions measured over the period 1 January 2024
to 31 December 2027; and

b.         **87,370 shares will vest on 27 August 2028 subject to the
achievement of performance conditions measured over the period 1 January 2025
to 31 December 2028.

 

*The number of shares subject to the above awards are shown at target vesting.
Should maximum vesting be achieved, the participant will receive 2x the number
of shares shown above. The participant will receive an additional number of
shares equivalent to the amount of dividend payable per vested share during
the relevant performance period.

 

** The number of shares subject to the above awards are shown at maximum
vesting. This award will vest proportionally depending upon the extent to
which the associated performance conditions are met. The participant will
receive an additional number of shares equivalent to the amount of dividend
payable per vested share during the relevant performance period.

 

The following relates to the individual included in this section:

 

 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                                    Performance Share awards granted at target under the

                                                              Smith & Nephew Global Share Plan 2020.
 Date of Transaction                                          2025 - 08 - 27
 Place of Transaction                                         Grant took place outside a trading venue

 

 

 Name                                                                           Price (£)   Volume   Aggregated information

 (Position)                                                            Status
 Ajay Dhankhar (Chief Corporate  Strategy & Development Officer)       PDMR     Nil         127,375  N/A Single Transaction

 

 

ii.          SHARE AWARDS

 

One third of the share awards detailed below will vest on 27 August 2026, a
further third will vest on 27 August 2027, and the final third will vest on 27
August 2028. Each vesting is subject to Ajay Dhankhar remaining in the
employment of the Group on the vesting dates, not being under notice and not
having achieved an "unsatisfactory performance" rating for his personal
performance in the year prior to each vesting date.

 

 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                                    Share awards granted under the Smith & Nephew Global Share Plan 2020.
 Date of Transaction                                          2025 - 08 - 27
 Place of Transaction                                         Grant took place outside a trading venue

 

 Name                                                                         Price (£)   Volume  Aggregated information

 (Position)                                                          Status
 Ajay Dhankhar (Chief Corporate Strategy & Development Officer)      PDMR     Nil         82,572  N/A Single Transaction

 

 

 

2.   AWARDS MADE UNDER THE RESTRICTED SHARE PLAN 2024

 

On 27 August 2025, the following awards of US$0.20 ordinary shares (the
"Shares") in Smith & Nephew plc (the "Company") were granted to Ajay
Dhankhar 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 6 and 19 August 2025 inclusive, of £13.48.

 

One third of the Restricted Share awards detailed below will vest on 27 August
2026, a further third will vest on 27 August 2027, and the final third will
vest on 27 August 2028. Each vesting is subject to Ajay Dhankhar remaining in
the employment of the Group on the vesting dates, not being under notice and
not having achieved an "unsatisfactory performance" rating for his personal
performance in the year prior to each vesting date.

 

 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                                          2025 - 08 - 27
 Place of Transaction                                         Grant took place outside a trading venue

 

 Name                                                                         Price (£)   Volume  Aggregated information

 (Position)                                                          Status
 Ajay Dhankhar (Chief Corporate Strategy & Development Officer)      PDMR     Nil         39,359  N/A Single Transaction

 

 

 

Helen Barraclough

Company Secretary

Smith & Nephew plc

 

Tel:  +44 (0)1923 477100

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