FORM 6-K 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 ---- August 11, 2004 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. Total Pages: 8 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: August 11, 2004 By: /s/ Paul Chambers ----------------- Paul Chambers Company Secretary 2 SCHEDULE 10 NOTIFICATION OF MAJOR INTERESTS IN SHARES 1. Name of company SMITH & NEPHEW PLC 2. Name of shareholder having a major interest FMR Corp and Fidelity International Limited 3. Please state whether notification indicates that it is in respect of holding of the shareholder named in 2 above or in respect of a non-beneficial interest or in the case of an individual holder if it is a holding of that person's spouse or children under the age of 18 Non-beneficial interest 4. Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them Bank of New York Brussels 161,200 Bank of New York Europe 108,363 Bank of New York London 355,067 Bank of New York Brussels 50,800 Deutsche Bank 118,636 HSBC Client Holdings Nominee (UK) Limited 515,846 JP Morgan 778,930 Mellon Bank 68,700 Mellon Nominees Ltd 27,100 Morgan Stanley 343,675 Northern Trust 274,180 Nortrust Nominees Ltd 682,037 Northern Trust London 77,100 RBS Trust Bank 307,518 State Street Bank & Trust 52,200 State Street Bank & Trust Company 45,400 State Street Nominees Limited 281,800 Clydesdale Bank (Head Office) Nominees Limited 163,372 Chase Nominees Limited 24,561,024 HSBC 2,748,509 HSBC Client Holdings Nominee (UK) Limited 34,174,923 HSBC Client Holdings Nominee Limited 9,755,504 JP Morgan Chase 250,791 Mellon Bank 1,300 State Street Bank & Trust 14,800 State Street Bank & Trust Company 99,000 State Street Nominees Limited 3,908,360 Brown Brothers Harriman 9,300 Lloyds Bank Nominees Limited 555,800 Mellon Bank 6,260 SAI 65,000 State Street Bank & Trust 7,400 State Street Bank & Trust Company 56,119 State Street Nominees Ltd 9,500 Bank of New York Europe 153,900 Bankers Trust 532,418 Citibank 201,754 MSS Nominees Ltd 108,427 The following shares are from the assumed conversion of 370,200 ADRs (5 ordinary shares per ADR): HSBC 661,000 State Street Bank & Trust 8,500 5. Number of shares/amount of stock acquired 6. Percentage of issued class 7. Number of shares / amount of stock disposed 2,174,026 8. Percentage of issued class 0.23% 9. Class of security Ordinary Shares of 12 2/9p 10. Date of transaction 09.08.2004 11. Date company informed 10.08.2004 12. Total holding following this notification 82,301,513 13. Total percentage holding of issued class following this notification 8.80% 14. Any additional information 15. Name of contact and telephone number for queries Kate Cummins Company Secretarial Assistant 0207 960 2251 16. Name and signature of authorised company official responsible for making this notification P. R. Chambers Date of notification 10.08.2004 The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material. SCHEDULE 11 NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS 1. Name of company Smith & Nephew plc 2. Name of director Mr. W. D. Knowlton 3. Please state whether notification indicates that it is in respect of holding of the shareholder named in 2 above or in respect of a non-beneficial interest or in the case of an individual holder if it is a holding of that person's spouse or children under the age of 18 or in respect of a non-beneficial interest Shareholder above 4. Name of the registered holder(s) and, if more than one holder, the number of shares held by each of them (if notified) Mr. W.D. Knowlton 5. Please state whether notification relates to a person(s) connected with the director named in 2 above and identify the connected person(s) Not applicable 6. Please state the nature of the transaction. For PEP transactions please indicate whether general/single co PEP and if discretionary/non discretionary Purchase of American Depositary Shares (`ADSs') 7. Number of shares/amount of stock acquired 1,700 ADSs representing 8,500 ordinary shares of 12 2/9p 8. Percentage of issued class Less than 0.01% 9. Number of shares/amount of stock disposed 10. Percentage of issued class 11. Class of security American Depositary Shares 12. Price per share US$44.00 13. Date of transaction 5 August 2004 14. Date company informed 5 August 2004 15. Total holding following this notification 27,001 ordinary shares of 12 2/9p 16. Total percentage holding of issued class following this notification 0.003% If a director has been granted options by the company please complete the following boxes. 17. Date of grant 18. Period during which or date on which exercisable 19. Total amount paid (if any) for grant of the option 20. Description of shares or debentures involved: class, number 21. Exercise price (if fixed at time of grant) or indication that price is to be fixed at time of exercise 22. Total number of shares or debentures over which options held following this notification 23. Any additional information One ADS represents five ordinary shares of 12 2/9p per share 24. Name of contact and telephone number for queries Phil Higgins 020 7960 2228 25. Name and signature of authorised company official responsible for making this notification Phil Higgins Assistant Company Secretary Date of Notification 6 August 2004 The FSA does not give any express or implied warranty as to the accuracy of this document or material and does not accept any liability for error or omission. The FSA is not liable for any damages (including, without limitation, damages for loss of business or loss of profits) arising in contract, tort or otherwise from the use of or inability to use this document, or any material contained in it, or from any action or decision taken as a result of using this document or any such material.