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

 

March 24, 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

 

19-Mar-2026

 

6. Date on which Issuer notified

 

23-Mar-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	10.094356	0.000000	10.094356	85790848
Position of previous notification (if applicable)	5.021046	0.000000	5.021046

 

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		85790848		10.094356
Sub Total 8.A	85790848		10.094356%

 

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.	8.910957		8.910957%
Cevian Capital II G.P. Limited	Cevian Capital II Co-Investment - Series P L.P.	1.183399		1.183399%

 

 

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

 

 

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

 

23-Mar-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: March 24, 2026	By:	/s/ Helen Barraclough
		Helen Barraclough
		Company Secretary