Transaction in Own Shares & Rule 2.9 Announcement

SThree plc

15 September 2026

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

SThree plc (the "Company")

Transaction in Own Shares and Rule 2.9 Announcement

The Company announces that, in accordance with the terms of its share buyback programme announced on 12 February 2026, it has purchased the following number of its ordinary shares of 1 pence each ("Ordinary Shares") through JOH Berenberg, Gossler & Co KG (which is trading for these purposes as Berenberg) ("Berenberg").

Ordinary Shares

Date of Purchase:	14 September 2026
Number of Ordinary Shares purchased:	16,666
Lowest price per share (pence):	291.5000
Highest price per share (pence):	302.0000
Weighted average price per day (pence):	298.5449

The Company intends to cancel the purchased ordinary shares.

Following settlement of the above purchases, SThree has purchased a total of 5,907,241 ordinary shares since the commencement of the buyback programme and will have 121,952,979 ordinary shares in issue. There are 35,767 ordinary shares held in treasury. The total voting rights in the Company are therefore 121,917,212 and this can be used by shareholders as the denominator for the calculations by which they can determine if they are required to notify their interest in, or change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.

 Rule 2.9

The Company announced on 9 September 2026 that it had entered into an offer period. The ordinary shares are relevant securities of SThree for the purposes of Rule 8 of The City Code on Takeovers and Mergers (the "Code"). In accordance with Rule 2.9 of the Code, the Company confirms that it has 121,917,212 ordinary shares in issue (excluding treasury shares) as at the date and time of this announcement. The ordinary shares are voting shares (each such ordinary share carries one vote per ordinary share) and are admitted to trading on the main market of the London Stock Exchange under the International Securities Identification Number GB00B0KM9T71 and LEI number 2138003NEBX5VRP3EX50.

Aggregate Information

Venue	Volume-weighted average price (p)	Aggregated volume	Lowest price per share (p)	Highest price per share (p)
XLON	298.5449	16,666	291.5000	302.0000

Schedule of Purchases - Individual Transactions

In accordance with Article 5(1)(b) of the Market Abuse Regulation (EU) No 596/2014 as it forms part of UK law, a full breakdown of the individual trades made by Berenberg on behalf of the Company as part of the buyback programme is found below.

Date and time of each trade	Number of shares purchased	Price (pence per share)	Trading Venue	Transaction Reference Number
14 September 2026 08:12:37	894	291.5000	XLON	1520900134409571
14 September 2026 08:20:39	660	291.5000	XLON	1520900134411066
14 September 2026 08:35:03	1,237	291.5000	XLON	1520900134413699
14 September 2026 08:35:03	476	291.5000	XLON	1520900134413703
14 September 2026 09:02:31	960	293.5000	XLON	1520900134417437
14 September 2026 09:17:39	197	292.5000	XLON	1520900134419203
14 September 2026 09:17:39	438	292.5000	XLON	1520900134419204
14 September 2026 14:31:05	2,000	301.0000	XLON	1520900134444772
14 September 2026 14:31:05	1,000	301.0000	XLON	1520900134444773
14 September 2026 14:43:30	2,717	302.0000	XLON	1520900134448150
14 September 2026 14:43:54	2,763	301.0000	XLON	1520900134448223
14 September 2026 14:43:54	2,796	301.0000	XLON	1520900134448226
14 September 2026 14:50:49	309	301.0000	XLON	1520900134449716
14 September 2026 14:50:49	219	301.0000	XLON	1520900134449718

Enquiries:

SThree Plc
Timo Lehne, CEO	via Alma
Damian Fehrenberg, Interim CFO
Charlie Hildesley, Investor Relations Manager
Alma Strategic Communications	[phone]
Rebecca Sanders-Hewett	[e-mail]
Hilary Buchanan
Sam Modlin
Rose Docherty

 

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