Transaction in Own Shares & Rule 2.9 Announcement

SThree plc

25 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:	24 September 2026
Number of Ordinary Shares purchased:	16,194
Lowest price per share (pence):	306.0000
Highest price per share (pence):	310.5000
Weighted average price per day (pence):	308.7306

The Company intends to cancel the purchased ordinary shares.

Following execution of the above purchases, SThree has purchased a total of 6,040,457 ordinary shares since the commencement of the buyback programme and will have 121,846,842 ordinary shares in issue. There are 35,767 ordinary shares held in treasury. The total voting rights in the Company are therefore 121,811,075 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 121,811,075 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	308.7306	16,194	306.0000	310.5000

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
24 September 2026 08:01:50	937	309.0000	XLON	1527084887312713
24 September 2026 08:01:50	543	308.0000	XLON	1527084887312717
24 September 2026 08:17:39	1,998	310.5000	XLON	1527084887316147
24 September 2026 08:17:39	2,458	310.5000	XLON	1527084887316149
24 September 2026 08:19:35	144	310.0000	XLON	1527084887316462
24 September 2026 08:19:35	211	310.0000	XLON	1527084887316463
24 September 2026 08:21:48	78	310.0000	XLON	1527084887316757
24 September 2026 08:21:48	546	310.0000	XLON	1527084887316758
24 September 2026 08:46:48	295	309.0000	XLON	1527084887320114
24 September 2026 08:53:26	1,521	309.0000	XLON	1527084887321032
24 September 2026 08:53:26	406	309.0000	XLON	1527084887321034
24 September 2026 09:06:15	280	307.5000	XLON	1527084887322936
24 September 2026 09:07:45	709	306.0000	XLON	1527084887323114
24 September 2026 09:36:30	707	306.5000	XLON	1527084887326308
24 September 2026 09:39:48	54	306.5000	XLON	1527084887326534
24 September 2026 09:49:10	654	307.0000	XLON	1527084887327380
24 September 2026 10:02:50	817	309.0000	XLON	1527084887328539
24 September 2026 10:14:23	701	308.0000	XLON	1527084887329612
24 September 2026 10:16:18	2,305	307.5000	XLON	1527084887329728
24 September 2026 10:16:25	509	307.5000	XLON	1527084887329738
24 September 2026 13:37:16	321	306.5000	XLON	1527084887346369

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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