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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Smith & Nephew Plc | LSE:SN. | London | Ordinary Share | GB0009223206 | ORD USD0.20 |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-7.50 | -0.74% | 1,012.00 | 1,011.50 | 1,012.00 | 1,021.50 | 1,011.00 | 1,016.50 | 1,102,484 | 15:31:37 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
Ortho,prosth,surg Appl,suply | 5.55B | 263M | 0.3011 | 33.69 | 8.86B |
TIDMSN.
RNS Number : 7852S
Smith & Nephew Plc
13 March 2023
SMITH & NEPHEW PLC
13 March 2023
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 2010 AND 2020
On 9 March 2023, the following awards of US$0.20 ordinary shares (the "Shares") in Smith & Nephew plc (the "Company") vested under the Smith & Nephew Global Share Plan 2010 and 2020.
i. FINAL VESTING ON 9 MARCH 2023 OF 2020 EQUITY INCENTIVE PROGRAMME AWARDS MADE UNDER THE GLOBAL SHARE PLAN 2010:
The awards were granted under the Global Share Plan 2010 on 9 March 2020. One third of the Shares vested on 9 March 2021, a further third vested on 9 March 2022 and the final third vested on 9 March 2023. 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 Initial notification /Amendment -------------------------------------------- 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 Smith & Nephew plc ordinary shares of financial instrument, USD 0.20 each type of instrument -------------------------------------------- Identification code ISIN: GB0009223206 -------------------------------------------- Nature of the transaction Final vesting of Equity Incentive Programme awards granted on 9 March 2020 under the Smith & Nephew Global Share Plan 2010 . -------------------------------------------- Date of Transaction 2023 - 03 - 09 -------------------------------------------- Place of Transaction London Stock Exchange (XLON) -------------------------------------------- Total Ordinary Share Holding Total Ordinary as a % of Share Holding the Company's following ISC following Name Price Aggregated the transaction the transaction (Position) Status (GBP) Volume information * * 2,431 (of which Helen Barraclough 1,147 (Group General were sold 24,788.24771 Counsel and and 1,284 N/A Single ordinary Company Secretary) PDMR 12.161358 retained) Transaction shares 0.00282% ---------- ---------- ----------- ------------- ----------------- ----------------- 5,852 (of which Bradley Cannon 1,978 (President, were sold 105,081.37494 Orthopaedics and 3,874 N/A Single ordinary & Americas) PDMR 12.161358 retained) Transaction shares 0.01197% ---------- ---------- ----------- ------------- ----------------- ----------------- 3,916 Phil Cowdy (of which (Chief Corporate 1,847 Development were sold 49,202.99309 and Corporate and 2,069 N/A Single ordinary Affairs Officer) PDMR 12.161358 retained) Transaction shares 0.00561% ---------- ---------- ----------- ------------- ----------------- ----------------- 3,053 (of which Myra Eskes 0 were (President sold and 30,586.36775 APAC and 3,053 N/A Single ordinary Global Service) PDMR 12.161358 retained) Transaction shares 0.00348% ---------- ---------- ----------- ------------- ----------------- ----------------- 3,894 Simon Fraser (of which (President, 1,159 AWM and Global were sold 30,486.86880 Commercial and 2,735 N/A Single ordinary Operations) PDMR 12.161358 retained) Transaction shares 0.00347% ---------- ---------- ----------- ------------- ----------------- ----------------- 5,230 (of which 2,065 Elga Lohler were sold 127,175.00000 (Chief HR and 3,165 N/A Single ordinary Officer) PDMR 12.161358 retained) Transaction shares 0.01449% ---------- ---------- ----------- ------------- ----------------- ----------------- 5,065 Vasant Padmanabhan (of which (President 1,982 Research were sold 84,289.00000 & Development and 3,083 N/A Single ordinary and ENT) PDMR 12.161358 retained) Transaction shares 0.00960% ---------- ---------- ----------- ------------- ----------------- ----------------- Scott Schaffner 3,118 (Executive (of which Vice President 928 were and General sold and 60,629.43173 Manager Sports 2,190 N/A Single ordinary Medicine) PDMR 12.161358 retained) Transaction shares 0.00691% ---------- ---------- ----------- ------------- ----------------- -----------------
* including those held by Persons Closely Associated with the Director/PDMR. All figures in these columns are stated to 5 decimal places where applicable.
ii. PARTIAL VESTING ON 9 MARCH 2023 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 will vest on 9 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 Initial notification /Amendment ---------------------------------------------- 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 Smith & Nephew plc ordinary shares of financial instrument, USD 0.20 each type of instrument ---------------------------------------------- Identification code ISIN: GB0009223206 ---------------------------------------------- Nature of the transaction Partial vesting of Equity Incentive Programme awards granted on 9 March 2021 under
the Smith & Nephew Global Share Plan 2020 . ---------------------------------------------- Date of Transaction 2023 - 03 - 09 ---------------------------------------------- Place of Transaction London Stock Exchange (XLON) ---------------------------------------------- Total Ordinary Share Holding Total Ordinary as a % of Share Holding the Company's following ISC following Name Price Aggregated the transaction the transaction (Position) Status (GBP) Volume information * * 3,006 (of which Helen Barraclough 1,418 (Group General were sold 26,376.24771 Counsel and and 1,588 N/A Single ordinary Company Secretary) PDMR 12.161358 retained) Transaction shares 0.00301% ---------- ---------- ----------- ------------- ----------------- ----------------- 6,860 (of which Bradley Cannon 2,317 (President, were sold 109,624.37494 Orthopaedics and 4,543 N/A Single ordinary & Americas) PDMR 12.161358 retained) Transaction shares 0.01249% ---------- ---------- ----------- ------------- ----------------- ----------------- 5,501 Phil Cowdy (of which (Chief Corporate 2,595 Development were sold 52,108.99309 and Corporate and 2,906 N/A Single ordinary Affairs Officer) PDMR 12.161358 retained) Transaction shares 0.00594% ---------- ---------- ----------- ------------- ----------------- ----------------- 5,985 (of which Myra Eskes 0 were (President sold and 36,571.36775 APAC and 5,985 N/A Single ordinary Global Service) PDMR 12.161358 retained) Transaction shares 0.00417% ---------- ---------- ----------- ------------- ----------------- ----------------- 4,973 Simon Fraser (of which (President, 1,480 AWM and Global were sold 33,979.86880 Commercial and 3,493 N/A Single ordinary Operations) PDMR 12.161358 retained) Transaction shares 0.00387% ---------- ---------- ----------- ------------- ----------------- ----------------- 6,130 (of which 2,421 Elga Lohler were sold 130,884.00000 (Chief HR and 3,709 N/A Single ordinary Officer) PDMR 12.161358 retained) Transaction shares 0.01491% ---------- ---------- ----------- ------------- ----------------- ----------------- 5,083 Vasant Padmanabhan (of which (President 1,990 Research were sold 87,382.00000 & Development and 3,093 N/A Single ordinary and ENT) PDMR 12.161358 retained) Transaction shares 0.00996% ---------- ---------- ----------- ------------- ----------------- ----------------- Scott Schaffner 3,452 (Executive (of which Vice President 1,027 and General were sold 63,054.43173 Manager Sports and 2,425 N/A Single ordinary Medicine) PDMR 12.161358 retained) Transaction shares 0.00718% ---------- ---------- ----------- ------------- ----------------- -----------------
* including those held by Persons Closely Associated with the Director/PDMR. All figures in these columns are stated to 5 decimal places where applicable.
iii. PARTIAL VESTING ON 9 MARCH 2023 OF 2022 DEFERRED BONUS SHARE PLAN 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 will vest on 9 March 2024 and the final third will vest on 9 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 Initial notification /Amendment ------------------------------------------- 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 Smith & Nephew plc ordinary shares of financial instrument, USD 0.20 each type of instrument ------------------------------------------- Identification code ISIN: GB0009223206 ------------------------------------------- Nature of the transaction Partial vesting of Deferred Bonus Share Plan awards granted on 9 March 2022 under the Smith & Nephew Global Share Plan 2020 . ------------------------------------------- Date of Transaction 2023 - 03 - 09 ------------------------------------------- Place of Transaction London Stock Exchange (XLON) ------------------------------------------- Total Ordinary Share Holding Total Ordinary as a % of Share Holding the Company's following ISC following Name Price Aggregated the transaction the transaction (Position) Status (GBP) Volume information * * 1,717 Helen Barraclough (of which (Group General 810 were 27,283.24771 Counsel and sold and N/A Single ordinary Company Secretary) PDMR 12.161358 907 retained) Transaction shares 0.00311% ---------- ---------- --------------- ------------- ----------------- ----------------- 6,229 (of which Bradley Cannon 2,105 (President, were sold 113,748.37494 Orthopaedics and 4,124 N/A Single ordinary & Americas) PDMR 12.161358 retained) Transaction shares 0.01296% ---------- ---------- --------------- ------------- ----------------- ----------------- 2,815 Phil Cowdy (of which
(Chief Corporate 1,328 Development were sold 53,595.99309 and Corporate and 1,487 N/A Single ordinary Affairs Officer) PDMR 12.161358 retained) Transaction shares 0.00611% ---------- ---------- --------------- ------------- ----------------- ----------------- 4,058 (of which Myra Eskes 0 were (President sold and 40,629.36775 APAC and 4,058 N/A Single ordinary Global Service) PDMR 12.161358 retained) Transaction shares 0.00463% ---------- ---------- --------------- ------------- ----------------- ----------------- 6,041 Simon Fraser (of which (President, 1,797 AWM and Global were sold 38,223.86880 Commercial and 4,244 N/A Single ordinary Operations) PDMR 12.161358 retained) Transaction shares 0.00436% ---------- ---------- --------------- ------------- ----------------- ----------------- 712 (of Mizanu Kebede which (Chief Quality 269 were 5,476.65944 & Regulatory sold and N/A Single ordinary Officer) PDMR 12.161358 443 retained) Transaction shares 0.00062% ---------- ---------- --------------- ------------- ----------------- ----------------- 4,017 (of which 1,586 Elga Lohler were sold 133,315.00000 (Chief HR and 2,431 N/A Single ordinary Officer) PDMR 12.161358 retained) Transaction shares 0.01519% ---------- ---------- --------------- ------------- ----------------- ----------------- 3,250 Vasant Padmanabhan (of which (President 1,272 Research were sold 89,360.00000 & Development and 1,978 N/A Single ordinary and ENT) PDMR 12.161358 retained) Transaction shares 0.01018% ---------- ---------- --------------- ------------- ----------------- ----------------- Scott Schaffner 2,361 (Executive (of which Vice President 703 were and General sold and 64,712.43173 Manager Sports 1,658 N/A Single ordinary Medicine) PDMR 12.161358 retained) Transaction shares 0.00737% ---------- ---------- --------------- ------------- ----------------- -----------------
* including those held by Persons Closely Associated with the Director/PDMR. All figures in these columns are stated to 5 decimal places where applicable.
iv. FINAL VESTING ON 9 MARCH 2023 OF SUPPLEMENTARY AWARDS GRANTED UNDER THE SMITH & NEPHEW GLOBAL SHARE PLAN 2020 FOR THE 2020 PERFORMANCE SHARE PROGRAMME AWARDS:
The awards were granted under the Global Share Plan 2020 on 8 March 2021. A number of Shares were sold to cover taxation obligations arising on the vesting of the awards.
The following relates to individuals included in the below notification:
Reason for the notification Initial notification Initial notification /Amendment ------------------------------------------------- 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 Smith & Nephew plc ordinary shares of financial instrument, USD 0.20 each type of instrument ------------------------------------------------- Identification code ISIN: GB0009223206 ------------------------------------------------- Nature of the transaction Final vesting on 9 March 2023 of Supplementary Awards granted under the Smith & Nephew Global Share Plan 2020 for the 2020 Performance Share Programme awards . ------------------------------------------------- Date of Transaction 2023 - 03 - 09 ------------------------------------------------- Place of Transaction London Stock Exchange (XLON) ------------------------------------------------- Total Ordinary Share Holding Total Ordinary as a % of Share Holding the Company's following ISC following Name Price Aggregated the transaction the transaction (Position) Status (GBP) Volume information * * 2,745 (of which Helen Barraclough 1,295 (Group General were sold 28,733.24771 Counsel and and 1,450 N/A Single ordinary Company Secretary) PDMR 12.161358 retained) Transaction shares 0.00327% ---------- ---------- ----------- ------------- ----------------- ----------------- 7,406 (of which Bradley Cannon 2,503 (President, were sold 118,651.37494 Orthopaedics and 4,903 N/A Single ordinary & Americas) PDMR 12.161358 retained) Transaction shares 0.01352% ---------- ---------- ----------- ------------- ----------------- ----------------- 4,965 Phil Cowdy (of which (Chief Corporate 2,342 Development were sold 56,218.99309 and Corporate and 2,623 N/A Single ordinary Affairs Officer) PDMR 12.161358 retained) Transaction shares 0.00641% ---------- ---------- ----------- ------------- ----------------- ----------------- 7,348 (of which Myra Eskes 0 were (President sold and 47,977.36775 APAC and 7,348 N/A Single ordinary Global Service) PDMR 12.161358 retained) Transaction shares 0.00547% ---------- ---------- ----------- ------------- ----------------- ----------------- 6,407 Simon Fraser (of which (President, 1,907 AWM and Global were sold 42,723.86880 Commercial and 4,500 N/A Single ordinary Operations) PDMR 12.161358 retained) Transaction shares 0.00487% ---------- ---------- ----------- ------------- ----------------- ----------------- 6,618 (of which 2,614 Elga Lohler were sold 137,319.00000 (Chief HR and 4,004 N/A Single ordinary
Officer) PDMR 12.161358 retained) Transaction shares 0.01565% ---------- ---------- ----------- ------------- ----------------- ----------------- 6,409 Vasant Padmanabhan (of which (President 2,509 Research were sold 93,260.00000 & Development and 3,900 N/A Single ordinary and ENT) PDMR 12.161358 retained) Transaction shares 0.01063% ---------- ---------- ----------- ------------- ----------------- ----------------- Scott Schaffner 3,731 (Executive (of which Vice President 1,111 and General were sold 67,332.43173 Manager Sports and 2,620 N/A Single ordinary Medicine) PDMR 12.161358 retained) Transaction shares 0.00767 % ---------- ---------- ----------- ------------- ----------------- -----------------
* including those held by Persons Closely Associated with the Director/PDMR. All figures in these columns are stated to 5 decimal places where applicable.
v. FINAL VESTING ON 9 MARCH 2023 OF CONDITIONAL SHARE AWARDS MADE UNDER THE GLOBAL SHARE PLAN 2010:
The awards were granted under the Global Share Plan 2010 on 9 March 2020. One quarter of the shares vested on 9 March 2021, a further quarter vested on 9 March 2022 and the remainder vested on 9 March 2023. A number of Shares were sold to cover taxation obligations arising on the vesting of the awards.
The following relates to individuals included in the below notification:
Reason for the notification Initial notification Initial notification /Amendment ------------------------------------------- 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 Smith & Nephew plc ordinary shares of USD financial instrument, 0.20 each type of instrument ------------------------------------------- Identification code ISIN: GB0009223206 ------------------------------------------- Nature of the transaction Final vesting of a Conditional Share Award granted on 9 March 2020 under the Smith & Nephew Global Share Plan 2010. ------------------------------------------- Date of Transaction 2023 - 03 - 09 ------------------------------------------- Place of Transaction London Stock Exchange (XLON) ------------------------------------------- Total Ordinary Share Holding Total Ordinary as a % of Share Holding the Company's following ISC following Name Price Aggregated the transaction the transaction (Position) Status (GBP) Volume information * * 13,091 (of which Bradley Cannon 4,423 (President, were sold 127,319.37494 Orthopaedics and 8,668 N/A Single ordinary & Americas) PDMR 12.161358 retained) Transaction shares 0.01451% ---------- ---------- ----------- ------------- ----------------- ----------------- 9,208 Phil Cowdy (of which (Chief Corporate 4,343 Development were sold 61,083.99309 and Corporate and 4,865 N/A Single ordinary Affairs Officer) PDMR 12.161358 retained) Transaction shares 0.00696% ---------- ---------- ----------- ------------- ----------------- ----------------- 13,189 (of which Myra Eskes 0 were (President sold and 61,166.36775 APAC and 13,189 N/A Single ordinary Global Service) PDMR 12.161358 retained) Transaction shares 0.00697% ---------- ---------- ----------- ------------- ----------------- ----------------- 11,218 Simon Fraser (of which (President, 3,338 AWM and Global were sold 50,603.86880 Commercial and 7,880 N/A Single ordinary Operations) PDMR 12.161358 retained) Transaction shares 0.00577% ---------- ---------- ----------- ------------- ----------------- ----------------- 11,699 (of which 4,620 Elga Lohler were sold 144,398.00000 (Chief HR and 7,079 N/A Single ordinary Officer) PDMR 12.161358 retained) Transaction shares 0.01645% ---------- ---------- ----------- ------------- ----------------- ----------------- 11,221 Vasant Padmanabhan (of which (President 4,392 Research were sold 100,089.00000 & Development and 6,829 N/A Single ordinary and ENT) PDMR 12.161358 retained) Transaction shares 0.01140% ---------- ---------- ----------- ------------- ----------------- -----------------
* including those held by Persons Closely Associated with the Director/PDMR. All figures in these columns are stated to 5 decimal places where applicable.
2. AWARDS MADE UNDER THE GLOBAL SHARE PLAN 2020
On 9 March 2023, the following awards of US$0.20 ordinary shares (the "Shares") in Smith & Nephew plc (the "Company") were granted 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 on 8 March 2023 of GBP12.09.
i. DEFERRED BONUS PLAN AWARDS GRANTED UNDER THE SMITH & NEPHEW GLOBAL SHARE PLAN 2020:
A portion of the annual bonus earned by the following PDMRs for performance during the year to 31 December 2022 has been deferred into a share award. These awards will normally vest in equal annual tranches over three years following the award date, subject to continued achievement of objectives and employment. In the event that objectives are not met in any of the three years, the portion of shares due to vest on the following anniversary will lapse. Participants 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 individuals included in the below notification:
Reason for the notification Initial notification Initial notification /Amendment -------------------------------------------- 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 Smith & Nephew plc Ordinary Shares of USD financial instrument, 0.20 each type of instrument -------------------------------------------- Identification code ISIN: GB0009223206 -------------------------------------------- Nature of the transaction Deferred Bonus Plan awards granted on 9
March 2023 under the Smith & Nephew Global Share Plan 2020. -------------------------------------------- Date of Transaction 2023 - 03 - 09 -------------------------------------------- Place of Transaction Grant took place outside a trading venue -------------------------------------------- Name Status Price Volume Aggregated information (Position) (GBP) Helen Barraclough PDMR GBP12.09 5,004 N/A Single Transaction (Group General Counsel and Company Secretary) ------- --------- ------- ----------------------- Bradley Cannon PDMR GBP12.09 8,226 N/A Single Transaction (President, Orthopaedics & Americas) ------- --------- ------- ----------------------- Paul Connolly PDMR GBP12.09 5,670 N/A Single Transaction (President, Global Operations) ------- --------- ------- ----------------------- Phil Cowdy PDMR GBP12.09 5,392 N/A Single Transaction (Chief Corporate Development and Corporate Affairs Officer) ------- --------- ------- ----------------------- Myra Eskes PDMR GBP12.09 18,282 N/A Single Transaction (President APAC and Global Service) ------- --------- ------- ----------------------- Mizanu Kebede PDMR GBP12.09 5,798 N/A Single Transaction (Chief Quality & Regulatory Officer) ------- --------- ------- ----------------------- Elga Lohler PDMR GBP12.09 8,485 N/A Single Transaction (Chief HR Officer) ------- --------- ------- ----------------------- Vasant Padmanabhan PDMR GBP12.09 6,902 N/A Single Transaction (President Research & Development and ENT) ------- --------- ------- ----------------------- Alison Parkes PDMR GBP12.09 2,999 N/A Single Transaction (Chief Compliance Officer) ------- --------- ------- ----------------------- Scott Schaffner PDMR GBP12.09 2,771 N/A Single Transaction (Executive Vice President and General Manager Sports Medicine) ------- --------- ------- -----------------------
ii. PERFORMANCE SHARE PROGRAMME 2023 AWARDS GRANTED UNDER THE SMITH & NEPHEW GLOBAL SHARE PLAN 2020
The Remuneration Committee has approved performance conditions attached to the vesting of these awards, which are detailed below. These awards will vest on 9 March 2026, subject to the achievement of the performance conditions which are measured over the period 1 January 2023 to 31 December 2025 as set out below.
The number of shares subject to the above awards are shown at target vesting. Should maximum vesting be achieved, participants will receive 2x the number of shares shown below. Participants 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 all individuals included in this section:
Reason for the notification Initial notification Initial notification /Amendment ------------------------------------------- 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 Smith & Nephew plc Ordinary Shares of USD financial instrument, 0.20 each type of instrument ------------------------------------------- Identification code ISIN: GB0009223206 ------------------------------------------- Nature of the transaction Performance Share Awards granted at target on 9 March 2023 under the Smith & Nephew Global Share Plan 2020. ------------------------------------------- Date of Transaction 2023 - 03 - 09 ------------------------------------------- Place of Transaction Grant took place outside a trading venue ------------------------------------------- Director Aggregated Name (Position) / PDMR Price (GBP) Volume information Helen Barraclough PDMR GBP12.09 31,116 N/A Single Transaction (Group General Counsel and Company Secretary) ---------- ------------ -------- ----------------------- Bradley Cannon PDMR GBP12.09 106,204 N/A Single Transaction (President, Orthopaedics & Americas) ---------- ------------ -------- ----------------------- Paul Connolly PDMR GBP12.09 41,132 N/A Single Transaction (President, Global Operations) ---------- ------------ -------- ----------------------- Phil Cowdy PDMR GBP12.09 33,530 N/A Single Transaction (Chief Corporate Development and Corporate Affairs Officer) ---------- ------------ -------- ----------------------- Myra Eskes PDMR GBP12.09 53,129 N/A Single Transaction (President APAC and Global Service) ---------- ------------ -------- ----------------------- Mizanu Kebede PDMR GBP12.09 42,058 N/A Single Transaction (Chief Quality & Regulatory Officer) ---------- ------------ -------- ----------------------- Elga Lohler PDMR GBP12.09 51,469 N/A Single Transaction (Chief HR Officer) ---------- ------------ -------- ----------------------- Deepak Nath Executive GBP12.09 141,874 N/A Single Transaction (Chief Executive Director Officer) ---------- ------------ -------- ----------------------- Anne-Françoise Executive GBP12.09 70,053 N/A Single Transaction Nesmes Director (Chief Financial Officer) ---------- ------------ -------- ----------------------- Vasant Padmanabhan PDMR GBP12.09 50,069 N/A Single Transaction (President Research & Development and ENT) ---------- ------------ -------- ----------------------- Alison Parkes PDMR GBP12.09 9,191 N/A Single Transaction (Chief Compliance Officer) ---------- ------------ -------- ----------------------- Scott Schaffner PDMR GBP12.09 73,676 N/A Single Transaction (Executive Vice President and General Manager Sports Medicine) ---------- ------------ -------- -----------------------
As explained on page 138 of the 2022 Annual Report the performance conditions applying to these awards have been determined by the Remuneration Committee.
The awards made to the Executive Directors are subject to four equally weighted performance measures: Total Shareholder Return (TSR), Return on Invested Capital (ROIC), Global Revenue Growth and Cumulative Free Cash Flow. Page 138 of the 2022 Annual Report explains how TSR will be measured and defines the calculation of ROIC with reference to the methodology on page 136.
The awards are subject to TSR as follows. Details of the two equally weighted peer groups are defined on page 138 of the 2022 Annual Report.
Award vesting as % of salary at date of grant Sector based peer group FTSE100 peer group ------------------------ ------------------- Below the index Nil Nil ------------------------ ------------------- Equaling the index 8.6% 8.6% ------------------------ ------------------- 8% above the index 34.4% 34.4% ------------------------ -------------------
Awards vest on a straight-line basis between these points. The maximum has been set significantly above target reflecting the maximum opportunity for outperformance.
The awards are subject to ROIC as follows:
Return on Invested Capital Award vesting as a % of salary Year ended 31 December 2025 Below 8.5% Nil ------------------------------- 8.5% 17.2% ------------------------------- 9.5% 34.4% ------------------------------- 10.5% 68.8% -------------------------------
Awards vest on a straight-line basis between these points.
The awards are subject to Revenue Growth as follows:
Revenue Growth Award vesting as a % of salary Three years ended 31 December 2025 Below Threshold Nil ------------------------------- Threshold (-8% of target) 17.2% ------------------------------- Target - set by reference to our expectations 34.4% ------------------------------- Maximum or above (+8% of target) 68.8% -------------------------------
Awards vest on a straight-line basis between these points.
The awards are subject to Cumulative Free Cash Flow as follows:
Cumulative Free Cash Flow Award vesting as a % of salary Three years ended 31 December 2025 Below Threshold Nil ------------------------------- Threshold (-20% of target) 17.2% ------------------------------- Target - set by reference to our expectations 34.4% ------------------------------- Maximum or above (+10% of target) 68.8% -------------------------------
Awards vest on a straight-line basis between these points.
Revenue Growth and Cumulative Free Cash Flow targets for the three years ended 31 December 2025 for these awards, even though now determined, will not be disclosed until the 2025 Annual Report, when the Remuneration Committee will discuss performance against the targets. It is not possible to disclose precise targets at the time of grant to avoid giving commercially sensitive information to our competitors concerning our growth plans.
3. AWARDS MADE UNDER THE DEFERRED SHARE BONUS PLAN
On 9 March 2023, the following awards of US$0.20 ordinary shares (the "Shares") in Smith & Nephew plc (the "Company") were granted under the Smith & Nephew Deferred Share Bonus Plan. The awards have been made in London and are based on the closing Share price on the London Stock Exchange on 8 March 2023 of GBP12.09.
i. DEFERRED BONUS PLAN AWARDS GRANTED UNDER THE SMITH & NEPHEW DEFERRED SHARE BONUS PLAN:
A portion of the annual bonus earned by the following Executive Directors for performance during the year to 31 December 2022 has been deferred into a share award. These awards will vest on 9 March 2026 for the Executive Directors, subject to continued achievement of objectives and employment. The participants will be required to hold the shares after tax, for a further period of two years to 9 March 2028. Participants 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 individuals included in the below notification:
Reason for the notification Initial notification Initial notification /Amendment ------------------------------------------ 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 Smith & Nephew plc Ordinary Shares of USD financial instrument, 0.20 each type of instrument ------------------------------------------ Identification code ISIN: GB0009223206 ------------------------------------------ Nature of the transaction Deferred Bonus Plan awards granted on 9 March 2023 under the Smith & Nephew plc Deferred Share Bonus Plan. ------------------------------------------ Date of Transaction 2023 - 03 - 09 ------------------------------------------ Place of Transaction Grant took place outside a trading venue ------------------------------------------ Name Status Price Volume(s) Aggregated information (Position) (s) Deepak Nath Executive Director GBP12.09 26,014 N/A Single Transaction (Chief Executive Officer) ------------------- --------- ---------- ----------------------- Anne-Françoise Nesmes Executive Director GBP12.09 16,877 N/A Single Transaction ( Chief Financial Officer) ------------------- --------- ---------- -----------------------
Sarah Carne
Deputy Company Secretary
Smith & Nephew plc
Tel: +44 (0)1923 477100
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