Transaction in Own Shares & Rule 2.9 Announcement

SThree plc

30 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:	29 September 2026
Number of Ordinary Shares purchased:	16,240
Lowest price per share (pence):	305.0000
Highest price per share (pence):	311.0000
Weighted average price per day (pence):	307.8157

The Company intends to cancel the purchased ordinary shares.

Following execution of the above purchases, SThree has purchased a total of 6,089,330 ordinary shares since the commencement of the buyback programme and will have 121,797,969 ordinary shares in issue. There are 35,767 ordinary shares held in treasury. The total voting rights in the Company are therefore 121,762,202 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 121,762,202 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	307.8157	16,240	305.0000	311.0000

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
29 September 2026 08:15:21	1,905	306.5000	XLON	1530177263768855
29 September 2026 08:16:00	3,350	305.5000	XLON	1530177263768980
29 September 2026 08:16:12	576	305.0000	XLON	1530177263769035
29 September 2026 08:32:33	651	306.5000	XLON	1530177263772239
29 September 2026 08:51:09	599	306.0000	XLON	1530177263775530
29 September 2026 09:42:29	1,716	308.0000	XLON	1530177263781689
29 September 2026 09:42:29	678	308.0000	XLON	1530177263781690
29 September 2026 11:44:29	1,042	310.5000	XLON	1530177263795457
29 September 2026 11:44:30	340	310.5000	XLON	1530177263795461
29 September 2026 11:44:38	113	310.5000	XLON	1530177263795482
29 September 2026 12:43:12	297	311.0000	XLON	1530177263804989
29 September 2026 12:43:12	303	311.0000	XLON	1530177263804992
29 September 2026 12:54:42	2,148	309.5000	XLON	1530177263807112
29 September 2026 13:04:35	1,207	309.5000	XLON	1530177263808334
29 September 2026 14:29:29	729	309.0000	XLON	1530177263819388
29 September 2026 14:31:39	67	308.5000	XLON	1530177263820966
29 September 2026 14:31:39	84	308.5000	XLON	1530177263820967
29 September 2026 14:33:49	68	308.5000	XLON	1530177263822164
29 September 2026 15:23:37	367	310.0000	XLON	1530177263835661

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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