Transaction in Own Shares & Rule 2.9 Announcement

SThree plc

23 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:	22 September 2026
Number of Ordinary Shares purchased:	16,358
Lowest price per share (pence):	302.5000
Highest price per share (pence):	308.5000
Weighted average price per day (pence):	305.6126

The Company intends to cancel the purchased ordinary shares.

Following execution of the above purchases, SThree has purchased a total of 6,008,134 ordinary shares since the commencement of the buyback programme and will have 121,852,086 ordinary shares in issue. There are 35,767 ordinary shares held in treasury. The total voting rights in the Company are therefore 121,816,319 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 121,816,319 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	305.6126	16,358	302.5000	308.5000

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
22 September 2026 08:33:03	1,232	304.5000	XLON	1525847936737193
22 September 2026 09:29:21	1,612	302.5000	XLON	1525847936742145
22 September 2026 10:30:27	1,796	303.5000	XLON	1525847936751129
22 September 2026 11:43:27	789	302.5000	XLON	1525847936762229
22 September 2026 12:09:25	287	305.5000	XLON	1525847936764996
22 September 2026 12:09:25	1,000	305.5000	XLON	1525847936764997
22 September 2026 12:09:25	135	305.5000	XLON	1525847936764998
22 September 2026 12:11:17	1,432	305.5000	XLON	1525847936765558
22 September 2026 12:11:17	448	305.5000	XLON	1525847936765561
22 September 2026 12:15:11	565	303.5000	XLON	1525847936766067
22 September 2026 12:19:53	284	303.5000	XLON	1525847936766440
22 September 2026 14:20:56	2,268	308.5000	XLON	1525847936779167
22 September 2026 14:20:56	408	308.5000	XLON	1525847936779169
22 September 2026 14:25:30	1,089	307.5000	XLON	1525847936779776
22 September 2026 14:25:30	1,000	307.5000	XLON	1525847936779777
22 September 2026 14:25:30	169	307.5000	XLON	1525847936779778
22 September 2026 14:26:21	261	307.5000	XLON	1525847936779839
22 September 2026 14:31:22	1,169	307.5000	XLON	1525847936781656
22 September 2026 14:35:21	185	307.0000	XLON	1525847936783549
22 September 2026 14:50:01	229	305.0000	XLON	1525847936788161

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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