Transaction in Own Shares

21 December 2016

Smith & Nephew plc (the "Company")

Transaction in Own Shares

The Company has today cancelled 10,173,309 of its Ordinary Shares of US 20¢ each ("Shares") previously held in Treasury. 425,298 of these shares were issued in connection with employee share schemes in Quarter 2 2016 and have been purchased as part of a programme to keep the total issued share capital broadly constant. 9,748,011 were purchased as part of the $300 million buy-back programme, the purpose of which is to reduce the Company's share capital, as announced on 8 August 2016.

Following the cancellation of these Shares the Company holds 27,839,719 of its shares in Treasury. The Company's issued share capital, with one voting right per share consists of 875,803,735 Ordinary Shares of US20¢ each. 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 and Transparency Rules.

This announcement is made in accordance with the requirements of LR 12.6.4.

Tony Llewellyn

Deputy Company Secretary

Smith & Nephew plc

Tel: 01923 477320