Cevian lifts Smith & Nephew stake to 12.07%

Smith & Nephew plc reports a TR-1 notification showing that funds managed by Cevian Capital now control 12.074433% of its voting rights, representing 102,493,881 voting rights attached to shares.

Rhea-AI Filing Summary

Smith & Nephew plc reports a TR-1 notification showing that funds managed by Cevian Capital now control 12.074433% of its voting rights, representing 102,493,881 voting rights attached to shares. This stake is held indirectly, with no additional voting rights through financial instruments.

The holding has increased from a previously notified level of 11.183442%. The position is primarily held via Cevian Capital II Master Fund L.P. with 10.889586% of voting rights and Cevian Capital II Co-Investment - Series P L.P. with 1.184847%, both ultimately controlled by Cevian Capital II G.P. Limited.

Insights

Equity ownership and governance analyst

Cevian-linked funds modestly increase their influence at Smith & Nephew.

The TR-1 shows Cevian Capital-related funds holding 12.074433% of Smith & Nephew’s voting rights, up from 11.183442%. All voting rights are attached to shares, with no derivatives or other financial instruments reported.

The majority of the stake sits in Cevian Capital II Master Fund L.P. at 10.889586%, with an additional 1.184847% in a co-investment vehicle, both controlled by Cevian Capital II G.P. Limited. This concentrates a notable but not controlling block with a single shareholder group.

This kind of disclosure mainly informs the market about changes in significant shareholdings under DTR5 rules. Actual impact on company strategy or governance, if any, would depend on future actions and disclosures by both Smith & Nephew and the Cevian entities.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/11/2026 - 06:14 AM EDT Learn about SEC filing dates

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

June 11, 2026

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 __

TR-1: Standard form for notification of major holdings

1. Issuer Details

ISIN

GB0009223206

Issuer Name

SMITH & NEPHEW PLC

UK or Non-UK Issuer

UK

2. Reason for Notification

An acquisition or disposal of voting rights

3. Details of person subject to the notification obligation

Name

Cevian Capital II GP Limited

City of registered office (if applicable)

`St Helier

Country of registered office (if applicable)

Jersey

4. Details of the shareholder

Name	City of registered office	Country of registered office
Aurora Nominees Limited	London	England

5. Date on which the threshold was crossed or reached

08-Jun-2026

6. Date on which Issuer notified

10-Jun-2026

7. Total positions of person(s) subject to the notification obligation

	% of voting rights attached to shares (total of 8.A)	% of voting rights through financial instruments (total of 8.B 1 + 8.B 2)	Total of both in % (8.A + 8.B)	Total number of voting rights held in issuer
Resulting situation on the date on which threshold was crossed or reached	12.074433	0.000000	12.074433	102493881
Position of previous notification (if applicable)	11.183442	0.000000	11.183442

8. Notified details of the resulting situation on the date on which the threshold was crossed or reached

8A. Voting rights attached to shares

Class/Type of shares ISIN code(if possible)	Number of direct voting rights (DTR5.1)	Number of indirect voting rights (DTR5.2.1)	% of direct voting rights (DTR5.1)	% of indirect voting rights (DTR5.2.1)
GB0009223206	0	102493881	0.000000	12.074433
Sub Total 8.A	102493881		12.074433%

8B1. Financial Instruments according to (DTR5.3.1R.(1) (a))

Type of financial instrument	Expiration date	Exercise/conversion period	Number of voting rights that may be acquired if the instrument is exercised/converted	% of voting rights
Sub Total 8.B1

8B2. Financial Instruments with similar economic effect according to (DTR5.3.1R.(1) (b))

Type of financial instrument	Expiration date	Exercise/conversion period	Physical or cash settlement	Number of voting rights	% of voting rights
Sub Total 8.B2

9. Information in relation to the person subject to the notification obligation

2. Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entities (please add additional rows as necessary)
Ultimate controlling person	Name of controlled undertaking	% of voting rights if it equals or is higher than the notifiable threshold	% of voting rights through financial instruments if it equals or is higher than the notifiable threshold	Total of both if it equals or is higher than the notifiable threshold
Cevian Capital II G.P. Limited	Cevian Capital II Master Fund L.P.	10.889586		10.889586%
Cevian Capital II G.P. Limited	Cevian Capital II Co-Investment - Series P L.P.	1.184847		1.184847%

10. In case of proxy voting

Name of the proxy holder

The number and % of voting rights held

The date until which the voting rights will be held

If date does not apply, explain below

11. Additional Information

Cevian Capital II G.P. Limited acts as general partner for Cevian Capital II Master Fund L.P. and Cevian

Capital II Co-Investment - Series P L.P.

The legal owner of the shares is Aurora Nominees Limited (acting as nominee), which holds the shares on behalf of UBS AG (acting as custodian).

12. Date of Completion

10-Jun-2026

13. Place Of Completion

Jersey

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: June 11, 2026	By:	/s/ Helen Barraclough
		Helen Barraclough
		Company Secretary