a6400g
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of
1934
November 16, 2022
Commission
File Number 001-14978
SMITH & NEPHEW plc
(Registrant's
name)
Building 5, Croxley Park,
Hatters Lane, Watford, Hertfordshire, WD18 8YE,
England
(Address
of registrant's principal executive offices)
[Indicate
by check mark whether the registrant files or will file
annual
reports
under cover Form 20-F or Form 40-F.]
Form
20-F
X
Form 40-F
---
---
[Indicate
by check mark if the registrant is submitting the Form 6-K
in
paper
as permitted by Regulation S-T Rule 101(b)(1).]
Yes
No X
---
---
[Indicate
by check mark if the registrant is submitting the Form 6-K
in
paper
as permitted by Regulation S-T Rule 101(b)(7).]
Yes
No X
---
---
[Indicate
by check mark whether by furnishing the information
contained
in this
Form, the registrant is also thereby furnishing information to
the
Commission
pursuant to Rule 12g3-2 (b) under the Securities Exchange Act
of
1934.]
Yes
No X
---
---
If
"Yes" is marked, indicate below the file number assigned to
the
registrant
in connection with Rule 12g3-2 (b) : 82- n/a.
SMITH & NEPHEW PLC
16 November 2022
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
The following awards of US$0.20 ordinary shares (the "Shares") in
Smith & Nephew plc (the "Company") vested on 14 November 2022,
being the first business day post vesting date, under the Smith
& Nephew Global Share Plan 2020.
i. PARTIAL
VESTING OF CONDITIONAL SHARE AWARDS MADE UNDER THE GLOBAL SHARE
PLAN 2020:
The awards were granted under the Global Share Plan 2020 on 12
November 2021. One third of the Shares vested on 12 November 2022,
a further third will vest on 12 November 2023 and the final third
will vest on 12 November 2024. 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 /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 of a Conditional Share Award granted on 12 November 2021
under the Smith & Nephew Global Share Plan 2020.
|
Date of
Transaction
|
2022 -
11 - 14
|
Place
of Transaction
|
London
Stock Exchange (XLON)
|
Name
(Position)
|
Status
|
Price (£)
|
Volume
|
Aggregated information
|
Total Ordinary Share Holding following the transaction
*
|
Total Ordinary Share Holding as a % of the Company's ISC following
the transaction *
|
Paul
Connolly
(President,
Global Operations)
|
PDMR
|
10.629361
|
10,290
(of which 2,992 were sold to cover taxes due and 7,298
retained)
|
N/A
Single Transaction
|
7,298.00000
ordinary shares
|
0.00083%
|
Mizanu
Kebede
(Chief
Quality and Regulatory Affairs Officer)
|
PDMR
|
10.629361
|
5,049
(of which 1,621 were sold to cover taxes due and 3,428
retained)
|
N/A
Single Transaction
|
4,139.84492
ordinary shares
(including
355.92246 in ADS')
|
0.00047%
|
* 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.
VESTING OF A RESTRICTED STOCK UNIT AWARD GRANTED
UNDER THE AWARD AGREEMENT DATED 29 APRIL 2022
In line with the announcement published on 3 May 2022, a Restricted
Stock Unit Award of US$0.20 ordinary shares (the "Shares") in Smith
& Nephew plc (the "Company") granted to Deepak Nath vested on
13 November 2022. This
Restricted Stock Unit Award formed part of the buy-out awards
granted in respect of outstanding incentives Deepak Nath forfeited
upon leaving his former company.
i. PARTIAL VESTING
OF A RESTRICTED STOCK UNIT AWARD:
A Restricted Stock Unit Award of 14,364 shares was granted to
Deepak Nath on 29 April 2022. One third of these shares (4,788
shares) vested on 13 November 2022, a further third will vest on 13
November 2023 and the final third will vest on 13 November 2024. A
number of Shares were sold to cover taxation obligations arising on
the vesting of the award.
The following relates to individual 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 of a Restricted Stock Unit Award granted on 29 April 2022
under the award agreement.
|
Date of
Transaction
|
2022 -
11 - 14
|
Place
of Transaction
|
London
Stock Exchange (XLON)
|
Name
(Position)
|
Status
|
Price (£)
|
Volume
|
Aggregated information
|
Total Ordinary Share Holding following the transaction
*
|
Total Ordinary Share Holding as a % of the Company's ISC following
the transaction *
|
Deepak
Nath
(Chief
Executive Officer)
|
Director
|
10.629361
|
4,788
(of which 1,170 were sold to cover taxes due and 3,618
retained)
|
N/A
Single Transaction
|
9,189.00000
ordinary shares
|
0.00105%
|
* including those held by Persons Closely Associated with the
Director/PDMR. All figures in these columns are stated to 5 decimal
places where applicable.
Sarah Carne
Deputy Company Secretary
Smith & Nephew plc
Tel: +44 (0)1923 477100
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.
Smith
& Nephew Plc
(Registrant)
Date: November
16, 2022
By: /s/
Helen Barraclough
-----------------
Helen
Barraclough
Company
Secretary