Transaction in Own Shares

15 September 2016

Smith & Nephew plc (the "Company")

Transaction in Own Shares

The Company today purchased 322,208 of its Ordinary Shares of US 20¢ each through Merrill Lynch International, in accordance with the authority granted by shareholders at the Company's Annual General Meeting on 14 April 2016. These shares have been purchased as part of the $300 million buy-back programme, the purpose for which is to reduce the Company's share capital, as announced on 8 August 2016. Details of the relevant purchase transactions are set out below:

The Company intends to hold these shares in Treasury.

Following the purchase of these shares, the Company holds 24,686,097 of its shares in Treasury. The Company's issued share capital, with one voting right per share consists of 888,750,626 Ordinary Shares of US20¢ each (excluding treasury shares). This is the figure which should be used by shareholders as the denominator when determining whether they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

These purchases were made by Merrill Lynch International on behalf of the Company and a full breakdown of the individual trades is attached to this announcement.

http://www.rns-pdf.londonstockexchange.com/rns/0007K_-2016-9-15.pdf

This announcement is made in accordance with the requirements of LR 12.4.6.

Elaine Richardson

Deputy Company Secretary

Smith & Nephew plc

Tel: 01923 477320