SNN: Non-Executive Director Acquires 1,520 Ordinary Shares, Net of Tax

Rhea-AI Filing Summary

Smith & Nephew plc reported a notification of share purchases by a Non-Executive Director. On 20 August 2025 Sybella Stanley purchased 1,520 ordinary shares of US$0.20 each. The filing states the purchase was made in line with the company's Remuneration Policy to pay part of Non-Executive Directors' fees in shares, and that the shares were acquired net of tax and expenses. The report is a standard Section 16-style disclosure of transactions by persons discharging managerial responsibilities.

Positive

• Director purchase disclosed: Sybella Stanley purchased 1,520 ordinary shares, increasing transparency of insider activity.
• Policy-aligned transaction: The purchase was made under the company's Remuneration Policy to pay part of Non-Executive Directors' fees in shares.
• Net of tax and expenses: The filing explicitly states the shares were acquired net of tax and expenses.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director share purchase, small in size, reflects fee-in-shares policy and has limited market impact.

The transaction is modest: 1,520 ordinary shares purchased by a Non-Executive Director under the company's remuneration arrangements. There are no accompanying financial results, change in control, or material corporate developments disclosed. For investors this is a transparency disclosure rather than an indicator of material change to the company's operating or financial position.

Corporate Governance Expert

TL;DR: Corporate governance disclosure aligns with remuneration policy and insider reporting requirements; no governance concern evident.

The notice specifies that the shares were acquired as part of Smith & Nephew's Remuneration Policy and were purchased net of tax and expenses, which is consistent with standard practice for non-executive fee arrangements. The filing identifies the director and number of shares, satisfying routine transparency obligations without indicating related-party issues or policy changes.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 under the

Securities Exchange Act of 1934

August 22, 2025

Commission File Number 001-14978

SMITH & NEPHEW plc

(Registrant’s name)

Building 5, Croxley Park, Hatters Lane

Watford, England, WD18 8YE

 (Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ✓         Form 40-F __

SMITH & NEPHEW PLC

22 August 2025

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM.

On 20 August 2025 the following ordinary shares of US$0.20 (the "Shares") in Smith & Nephew plc (the "Company") were purchased by Sybella Stanley, Non-Executive Director. A portion of the Shares were purchased in line with Smith & Nephew plc's Remuneration Policy to pay part of its Non-Executive Directors' fees in Shares.  These Shares were purchased net of tax and expenses.

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 purchase including Shares purchased in lieu of part of annual fees
Date of Transaction	2025 - 08 - 20
Place of Transaction	London Stock Exchange (XLON)

Name	Director / PDMR	Price	Volume	Aggregated information
Sybella Stanley	Non-Executive Director	£ 13.91	1,520 ordinary shares	N/A Single Transaction

Helen Barraclough

General Counsel & Company Secretary

Smith & Nephew plc

Tel:  +44 (0)1923 477410

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: August 22, 2025	By:	/s/ Helen Barraclough
		Helen Barraclough
		Company Secretary

FAQ

What transaction did Smith & Nephew (SNN) disclose on 20 August 2025?

The company disclosed that Non-Executive Director Sybella Stanley purchased 1,520 ordinary shares on 20 August 2025.

Why were the shares purchased by the Non-Executive Director?

The filing states the shares were purchased in line with Smith & Nephew's Remuneration Policy to pay part of Non-Executive Directors' fees in shares.

Were the shares purchased gross or net of tax and expenses?

The shares were purchased net of tax and expenses, as stated in the filing.

How many ordinary shares and what class were involved in the disclosure?

The disclosure concerns 1,520 ordinary shares of US$0.20 each in Smith & Nephew plc.

Does the filing indicate any other material corporate actions or financial results?

No. The filing is limited to the notification of the director's share purchase and does not include financial results or other corporate actions.