6-K
Smith & Nephew PLC (SNN)
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
May 19, 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
- Issuer Details
ISIN
| GB0009223206 |
|---|
Issuer Name
| SMITH & NEPHEW PLC |
|---|
UK or Non-UK Issuer
| UK |
|---|
- Reason for Notification
| An acquisition or disposal of voting rights |
|---|
- 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 |
|---|
- Details of the shareholder
| Name | City<br>of registered office | Country<br>of registered office |
|---|---|---|
| Aurora<br>Nominees Limited | London | United<br>Kingdom |
- Date on which the threshold was crossed or reached
| 14-May-2026 |
|---|
- Date on which Issuer notified
| 18-May-2026 |
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- 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 +<br>8.B 2) | Total of both in % (8.A + 8.B) | Total number of voting rights held in issuer | |
|---|---|---|---|---|
| Resulting<br>situation on the date on which threshold was crossed or<br>reached | 11.183442 | 0.000000 | 11.183442 | 95512095 |
| Position<br>of previous notification (if applicable) | 11.013663 | 0.000000 | 11.013663 |
- 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 | 95512095 | 11.183442 | ||
| Sub<br>Total 8.A | 95512095 | 11.183442% |
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<br>exercised/converted | % of voting rights |
|---|---|---|---|---|
| Sub<br>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<br>Total 8.B2 |
- Information in relation to the person subject to the notification obligation
| 2. Full chain of controlled undertakings through which the voting<br>rights and/or the financial instruments are effectively held<br>starting with the ultimate controlling natural person or legal<br>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<br>threshold | % of voting rights through financial instruments if it equals or is<br>higher than the notifiable threshold | Total of both if it equals or is higher than the notifiable<br>threshold |
| --- | --- | --- | --- | --- |
| Cevian<br>Capital II G.P. Limited | Cevian<br>Capital II Master Fund L.P. | 10.005808 | 10.005808% | |
| Cevian<br>Capital II G.P. Limited | Cevian<br>Capital II Co-Investment - Series P L.P. | 1.177635 | 1.177635% |
- 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
- Additional Information
| Cevian Capital II G.P. Limited acts as general partner for Cevian<br>Capital II Master Fund L.P. and Cevian Capital II Co-Investment -<br>Series P L.P. |
|---|
| The legal owner of the shares is Aurora Nominees Limited (acting as<br>nominee), which holds the shares on behalf of UBS AG (acting as<br>custodian). |
| This notification is made for transparency purposes. Since Cevian<br>Capital II G.P. Limited's notification dated 13 May 2026, the<br>percentage of voting rights held via Cevian Capital II Master Fund<br>L.P. has increased to 10.005808% (previously notified percentage:<br>9.836028%). The percentage of voting rights held via Cevian Capital<br>II Co-Investment - Series P L.P. remains the same as disclosed in<br>the notification dated 13 May 2026 (previously notified percentage:<br>1.177635%). |
| As a result of this increase, Cevian Capital II G.P. Limited's<br>aggregate holding is now 11.183442% (previ-ously notified<br>percentage: 11.013663%). Cevian Capital II G.P. Limited has not<br>crossed a new notification threshold as a result of this<br>increase. |
- Date of Completion
| 18-May-2026 |
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- Place Of Completion
| Jersey |
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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:<br>May 19, 2026 | By: | /s/<br>Helen Barraclough |
| Helen<br>Barraclough | ||
| Company<br>Secretary |