sn201203266k.htm
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
March 26, 2012
Commission File Number 001-14978
SMITH & NEPHEW plc
(Registrant's name)
15 Adam Street
London, England WC2N 6LA
(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.
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: March 26, 2012
By: /s/ Susan Henderson
-----------------
Susan Henderson
Company Secretary
NOTIFICATION OF TRANSACTIONS OF DIRECTORS/PERSONS DISCHARGING MANAGERIAL REPONSIBILITY AND CONNECTED PERSONS
SMITH & NEPHEW PLC
26 March 2012
Smith & Nephew plc announces that it has been informed of the following transactions by persons discharging managerial responsibilities ("PDMRs") following the vesting of shares on 20 March 2012, 22 March 2012 and 23 March 2012 under the Smith & Nephew Deferred Bonus Plan (the "Plan"):
1. Final partial vesting of 2009 awards made under the Deferred Bonus Plan
|
Name of PDMR
|
Number of ordinary shares or ADSs acquired on vesting (i)
|
Number of dividend shares received (ii)
|
Number of ordinary shares or ADSs disposed
|
Total holding of ordinary shares or ADSs following this notification:
|
|
Adrian Hennah
|
12,376 Ords
|
627 Ords
|
6,779 Ords
|
174,192 Ords
|
|
John Campo
|
797 ADSs
|
-
|
252 ADSs
|
7,497 ADSs
|
|
Michael Frazzette
|
954 ADSs
|
-
|
304 ADSs
|
11,763 ADSs
|
|
R Gordon Howe
|
654 ADSs
|
-
|
174 ADSs
|
6,213 ADSs
|
|
G Kelvin Johnson
|
1,885 Ords
|
96 Ords
|
797 Ords
|
11,646 Ords
|
(i) The award was granted under the Plan on 20 March 2009. One third of the shares vested on 20 March 2010, one third vested on 20 March 2011 and the final third vested on 20 March 2012.
(ii) Where awards are granted over ADS accrued dividend entitlements are paid out in cash on vesting rather than in shares.
(iii) The market values of ordinary shares and ADSs acquired and sold on 20 March 2012 were 634.0346p per ordinary share and $50.2507 per ADS, respectively.
2. Partial vesting of 2010 awards made under the Deferred Bonus Plan
|
Name of PDMR
|
Number of ordinary shares or ADSs acquired on vesting (i)
|
Number of dividend shares received (ii)
|
Number of ordinary shares or ADSs disposed
|
Total holding of ordinary shares or ADSs following this notification:
|
|
Adrian Hennah
|
11,041 Ords
|
354 Ords
|
5,941 Ords
|
179,646 Ords
|
|
Mark Augusti
|
524 ADSs
|
-
|
171 ADSs
|
11,320 ADSs
|
|
John Campo
|
853 ADSs
|
-
|
268 ADSs
|
8,082 ADS
|
|
Michael Frazzette
|
862 ADSs
|
-
|
275 ADSs
|
12,350 ADSs
|
|
R Gordon Howe
|
719 ADSs
|
-
|
191 ADSs
|
6,741 ADSs
|
|
G Kelvin Johnson
|
1,850 Ords
|
59 Ords
|
768 Ords
|
12,787 Ords
|
|
Roger Teasdale
|
2,849 Ords
|
91 Ords
|
1,533 Ords
|
18,210 Ords
|
(i) The award was granted under the Plan on 22 March 2010. One third of the shares vested on 22 March 2011, one third vested on 22 March 2012 and, subject to continued employment, the remaining third will vest on
22 March 2013.
(ii) Where awards are granted over ADS accrued dividend entitlements are paid out in cash on vesting rather than in shares.
(iii) The market value of ordinary shares and ADSs acquired and sold on 22 March 2011 were 631.8058p per ordinary share and $49.6107 per ADS, respectively.
3. Partial vesting of 2011 awards made under the Deferred Bonus Plan
|
Name of PDMR
|
Number of ordinary shares or ADSs acquired on vesting (i)
|
Number of dividend shares received (ii)
|
Number of ordinary shares or ADSs disposed
|
Total holding of ordinary shares or ADSs following this notification:
|
|
Adrian Hennah
|
10,981 Ords
|
175 Ords
|
5,816 Ords
|
184,986 Ords
|
|
Mark Augusti
|
867 ADSs
|
-
|
283 ADSs
|
11,904 ADSs
|
|
John Campo
|
660 ADSs
|
-
|
229 ADSs
|
8,513 ADS
|
|
Michael Frazzette
|
738 ADSs
|
-
|
235 ADSs
|
12,853 ADSs
|
|
R Gordon Howe
|
543 ADSs
|
-
|
145 ADSs
|
7,139 ADSs
|
|
G Kelvin Johnson
|
2,948 Ords
|
47 Ords
|
1,202 Ords
|
14,580 Ords
|
|
Roger Teasdale
|
4,259 Ords
|
67 Ords
|
2,256 Ords
|
20,280 Ords
|
(i) The award was granted under the Plan on 23 March 2011. One third of the shares vested on 23 March 2012 and, subject to continued employment, the remaining two thirds will vest in equal tranches on 23 March 2013
and 23 March 2014 respectively.
(ii) Where awards are granted over ADS accrued dividend entitlements are paid out in cash on vesting rather than in shares.
(iii) The market value of ordinary shares and ADSs acquired and sold on 23 March 2012 were 628.0537p per ordinary share and $49.8061 per ADS, respectively.
Notes:
1. One ADS is equivalent to five ordinary shares of US$0.20 each.
2. The ordinary shares were released in London, UK. The ADSs were released in New York, USA.
3. The percentages of issued share capital acquired, disposed and held following notification are all under 0.01% of the total issued share capital of the Company.
This announcement is made in accordance with the requirements of DTR 3.1.4 R (1)(a)
Gemma Parsons
Deputy Company Secretary
Smith & Nephew plc
Tel: 020 7401 7646