Transaction in Own Shares & Rule 2.9 Announcement

SThree plc

09 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:	08 October 2026
Number of Ordinary Shares purchased:	16,298
Lowest price per share (pence):	299.0000
Highest price per share (pence):	312.0000
Weighted average price per day (pence):	306.7269

The Company intends to cancel the purchased ordinary shares.

Following execution of the above purchases, SThree has purchased a total of 6,205,561 ordinary shares since the commencement of the buyback programme and will have 121,681,738 ordinary shares in issue. There are 35,767 ordinary shares held in treasury. The total voting rights in the Company are therefore 121,645,971 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 121,645,971 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	306.7269	16,298	299.0000	312.0000

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
08 October 2026 11:17:19	980	312.0000	XLON	1535743541405472
08 October 2026 11:17:19	288	312.0000	XLON	1535743541405473
08 October 2026 12:39:48	1	311.5000	XLON	1535743541413944
08 October 2026 12:39:48	2	311.5000	XLON	1535743541413945
08 October 2026 12:39:48	125	311.5000	XLON	1535743541413946
08 October 2026 12:39:48	236	311.5000	XLON	1535743541413947
08 October 2026 12:39:48	147	311.5000	XLON	1535743541413949
08 October 2026 12:39:48	2,000	311.5000	XLON	1535743541413950
08 October 2026 12:39:48	2,000	311.5000	XLON	1535743541413951
08 October 2026 12:39:48	489	311.5000	XLON	1535743541413952
08 October 2026 12:53:19	2,036	309.5000	XLON	1535743541415124
08 October 2026 13:31:47	445	305.0000	XLON	1535743541419989
08 October 2026 13:31:48	1	305.0000	XLON	1535743541419990
08 October 2026 13:36:56	357	305.0000	XLON	1535743541420457
08 October 2026 14:35:24	19	305.0000	XLON	1535743541429182
08 October 2026 14:39:09	347	305.0000	XLON	1535743541430508
08 October 2026 14:46:57	297	303.5000	XLON	1535743541432547
08 October 2026 15:30:05	99	302.0000	XLON	1535743541441541
08 October 2026 15:30:05	18	302.0000	XLON	1535743541441542
08 October 2026 15:30:05	854	302.0000	XLON	1535743541441543
08 October 2026 15:30:05	75	302.0000	XLON	1535743541441545
08 October 2026 15:30:05	2,000	302.0000	XLON	1535743541441546
08 October 2026 15:30:05	1,954	302.0000	XLON	1535743541441547
08 October 2026 15:43:41	888	300.5000	XLON	1535743541444101
08 October 2026 15:56:00	24	299.0000	XLON	1535743541446628
08 October 2026 16:01:30	283	300.0000	XLON	1535743541447863
08 October 2026 16:01:30	60	300.0000	XLON	1535743541447864
08 October 2026 16:18:41	273	301.0000	XLON	1535743541452226

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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