NOTIFICATION OF TRANSACTIONS OF DIRECTORS/PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY AND CONNECTED PERSONS
SMITH & NEPHEW PLC
10 March 2015
Smith & Nephew plc announces that it has today been informed of the following transactions by Directors and persons discharging managerial responsibilities ("PDMRs") in relation to conditional awards over shares:
1. PERFORMANCE SHARE AWARDS GRANTED UNDER THE SMITH & NEPHEW GLOBAL SHARE PLAN 2010
Name |
Grant date |
Director/PDMR |
Number of shares subject to award shown at target vesting |
Olivier Bohuon |
09.03.2015 |
Director |
66,578 |
Julie Brown |
09.03.2015 |
Director |
42,683 |
Rodrigo Bianchi |
09.03.2015 |
PDMR |
20,062 |
John Campo |
09.03.2015 |
PDMR |
17,899 |
Michael Frazzette |
09.03.2015 |
PDMR |
20,511 |
R. Gordon Howe |
09.03.2015 |
PDMR |
15,527 |
Helen Maye |
09.03.2015 |
PDMR |
14,135 |
Diogo Moreira-Rato |
09.03.2015 |
PDMR |
16,641 |
Cyrille Petit |
09.03.2015 |
PDMR |
16,346 |
Glenn Warner |
09.03.2015 |
PDMR |
16,757 |
(i) There are performance conditions attached to the vesting of performance share awards. These awards will vest on 9 March 2018, subject to the achievement of the performance conditions which are measured from 1 January 2015 to 31 December 2017.
(ii) The numbers 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 above. Awards will vest on a straight line basis between target and maximum.
(iii) Participants will receive an additional number of shares equivalent to the amount of dividend payable per vested share during the relevant performance period.
2. EQUITY INCENTIVE AWARDS GRANTED UNDER THE SMITH & NEPHEW GLOBAL SHARE PLAN 2010
Name |
Grant date |
Director/PDMR |
Number of shares subject to award |
Olivier Bohuon |
09.03.2015 |
Director |
38,545 |
Julie Brown |
09.03.2015 |
Director |
24,711 |
Rodrigo Bianchi |
09.03.2015 |
PDMR |
23,710 |
John Campo |
09.03.2015 |
PDMR |
16,272 |
Michael Frazzette |
09.03.2015 |
PDMR |
20,511 |
R. Gordon Howe |
09.03.2015 |
PDMR |
14,115 |
Helen Maye |
09.03.2015 |
PDMR |
16,705 |
Diogo Moreira-Rato |
09.03.2015 |
PDMR |
8,825 |
Cyrille Petit |
09.03.2015 |
PDMR |
16,346 |
Glenn Warner |
09.03.2015 |
PDMR |
9,775 |
(i) The 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.
(ii) Participants will receive an additional number of shares equivalent to the amount of dividend payable per vested share during the relevant performance period.
3. FINAL VESTING ON 8 MARCH 2015 OF 2012 EQUITY INCENTIVE AWARDS MADE UNDER THE GLOBAL SHARE PLAN 2010:
Name of Director / PDMR |
Number of Ordinary Shares acquired |
Number of Ordinary Shares sold |
Total Ordinary Shares / ADS' held following notification |
Olivier Bohuon |
30,482 |
(ii)14,362 |
333,661 Ordinary Shares |
John Campo |
8,581 |
(ii) 4,057 |
85,203 Ordinary Shares (including 21,096 ADS') |
Michael Frazzette |
10,592 |
(ii) 3,452 |
93,138 Ordinary Shares (including 37,120 ADS') |
R. Gordon Howe |
9,005 |
9,005 |
37,085 ADS' |
Helen Maye |
9,579 |
(ii) 4,515 |
97,843 Ordinary Shares |
(i) The awards were granted under the Global Share Plan 2010 on 8 March 2012. One third of the shares vested on 8 March 2013, a further third vested on 8 March 2014 and the final third vested on 8 March 2015.
(ii) Ordinary Shares were sold to cover taxation obligations arising on the vesting of the awards.
4. PARTIAL VESTING ON 7 MARCH 2015 OF 2013 EQUITY INCENTIVE AWARDS MADE UNDER THE GLOBAL SHARE PLAN 2010:
Name of Director / PDMR |
Number of Ordinary Shares acquired (iii) |
Number of Ordinary Shares sold |
Total Ordinary Shares / ADS' held following notification |
Olivier Bohuon |
28,291 |
(ii) 13,330 |
333,661 Ordinary Shares |
John Campo |
8,926 |
(ii) 4,222 |
85,203 Ordinary Shares (including 21,096 ADS') |
Michael Frazzette |
10,016 |
(ii)3,266 |
93,138 Ordinary Shares (including 37,120 ADS') |
R. Gordon Howe |
7,206 |
7,206 |
37,085 ADS' |
Helen Maye |
8,666 |
(ii)4,085 |
97,843 Ordinary Shares |
Cyrille Petit |
5,327 |
(ii)2,513 |
27,810 Ordinary Shares |
(i) The awards were granted under the Global Share Plan 2010 on 7 March 2013. One third of the shares vested on 7 March 2014, a further third vested on 7 March 2015 and the final third will vest on 7 March 2016.
(ii) Ordinary Shares were sold to cover taxation obligations arising on the vesting of the awards.
(iii) This number includes the dividend equivalent shares which participants receive on vested shares.
5. PARTIAL VESTING ON 7 MARCH 2015 OF 2014 EQUITY INCENTIVE AWARDS MADE UNDER THE GLOBAL SHARE PLAN 2010:
Name of Director / PDMR |
Number of Ordinary Shares acquired (iii) |
Number of Ordinary Shares sold |
Total Ordinary Shares / ADS' held following notification |
Olivier Bohuon |
20,865 |
(ii) 9,832 |
333,661 Ordinary Shares |
Julie Brown |
8,961 |
(ii) 4,227 |
42,945 Ordinary Shares |
Rodrigo Bianchi |
3,178 |
0 |
24,982 Ordinary Shares |
John Campo |
6,483 |
(ii) 3,066 |
85,203 Ordinary Shares (including 21,096 ADS') |
Michael Frazzette |
7,430 |
(ii) 2,422 |
93,138 Ordinary Shares (including 37,120 ADS') |
R. Gordon Howe |
5,736 |
5,736 |
37,085 ADS' |
Helen Maye |
6,664 |
(ii) 3,142 |
97,843 Ordinary Shares |
Cyrille Petit |
6,091 |
(ii) 2,873 |
27,810 Ordinary Shares |
(i) The awards were granted under the Global Share Plan 2010 on 7 March 2014. One third of the shares vested on 7 March 2015, a further third will vest on 7 March 2016 and the final third will vest on 7 March 2017.
(ii) Ordinary Shares were sold to cover taxation obligations arising on the vesting of the awards.
(iii) This number includes the dividend equivalent shares which participants receive on vested shares.
6. VESTING ON 8 MARCH 2015 OF SMITH & NEPHEW GLOBAL SHARE PLAN (PERFORMANCE SHARE AWARDS):
Name of Director / PDMR |
Number of Ordinary Shares acquired |
Number of Ordinary Shares sold |
Total Ordinary Shares / ADS' held following notification |
Olivier Bohuon |
152,363 |
(ii)71,790 |
333,661 Ordinary Shares |
John Campo |
32,281 |
(ii)15,263 |
85,203 Ordinary Shares (including 21,096 ADS') |
Michael Frazzette |
36,220 |
(ii)11,806 |
93,138 Ordinary Shares (including 37,120 ADS') |
R Gordon Howe |
26,059 |
26,059 |
37,085 ADS' |
Helen Maye |
27,720 |
(ii)13,065 |
97,843 Ordinary Shares |
(i) The awards were granted under the Global Share Plan 2010 on 8 March 2012 and as announced on 9 February 2015, vested at 57% and settled on 9 March 2015.
(ii) Ordinary Shares were sold to cover taxation obligations arising on the vesting of the awards.
Additional Notes:
1. The Ordinary Shares were released and sold in London, UK.
2. The market value of Ordinary Shares acquired and sold on 9 March 2015 was 1128.7948p per Ordinary Share. The closing mid-market price on 9 March 2015 was 1126p per Ordinary Share.
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.
4. One ADS is the equivalent of two Ordinary Shares of US$0.20 each.
This announcement is made in accordance with the requirements of DTR 3.1.4 R (1)(a)
Vickie Grady
Deputy Company Secretary
Smith & Nephew plc
Tel: 020 7401 7646