Transaction in Own Shares & Rule 2.9 Announcement

SThree plc

06 October 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:	05 October 2026
Number of Ordinary Shares purchased:	16,701
Lowest price per share (pence):	297.5000
Highest price per share (pence):	301.5000
Weighted average price per day (pence):	299.3183

The Company intends to cancel the purchased ordinary shares.

Following execution of the above purchases, SThree has purchased a total of 6,155,865 ordinary shares since the commencement of the buyback programme and will have 121,731,434 ordinary shares in issue. There are 35,767 ordinary shares held in treasury. The total voting rights in the Company are therefore 121,695,667 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 121,695,667 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	299.3183	16,701	297.5000	301.5000

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
05 October 2026 12:08:58	638	299.5000	XLON	1533888115534196
05 October 2026 12:30:27	2,736	301.5000	XLON	1533888115536740
05 October 2026 12:30:27	566	301.5000	XLON	1533888115536741
05 October 2026 12:40:44	1,934	300.5000	XLON	1533888115537646
05 October 2026 12:50:26	419	299.0000	XLON	1533888115538532
05 October 2026 12:50:26	803	299.0000	XLON	1533888115538533
05 October 2026 12:50:57	86	298.0000	XLON	1533888115538577
05 October 2026 13:36:31	100	298.5000	XLON	1533888115542999
05 October 2026 13:36:31	387	298.5000	XLON	1533888115543000
05 October 2026 13:59:44	2,000	298.5000	XLON	1533888115545517
05 October 2026 13:59:44	2,439	298.5000	XLON	1533888115545518
05 October 2026 14:19:42	2,000	298.5000	XLON	1533888115547570
05 October 2026 14:19:42	766	298.5000	XLON	1533888115547572
05 October 2026 14:19:42	513	298.5000	XLON	1533888115547573
05 October 2026 14:19:42	458	297.5000	XLON	1533888115547590
05 October 2026 14:19:43	284	297.5000	XLON	1533888115547612
05 October 2026 14:38:41	141	297.5000	XLON	1533888115552038
05 October 2026 14:38:41	431	297.5000	XLON	1533888115552037

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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