Transaction in Own Shares & Rule 2.9 Announcement

SThree plc

14 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:	13 October 2026
Number of Ordinary Shares purchased:	16,180
Lowest price per share (pence):	303.5000
Highest price per share (pence):	311.5000
Weighted average price per day (pence):	308.5218

The Company intends to cancel the purchased ordinary shares.

Following execution of the above purchases, SThree has purchased a total of 6,252,917 ordinary shares since the commencement of the buyback programme and will have 121,634,382 ordinary shares in issue. There are 35,767 ordinary shares held in treasury. The total voting rights in the Company are therefore 121,598,615 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 121,598,615 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	308.5218	16,180	303.5000	311.5000

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
13 October 2026 09:10:20	930	304.5000	XLON	1538835917847922
13 October 2026 09:14:55	115	303.5000	XLON	1538835917848262
13 October 2026 09:29:00	1,789	304.5000	XLON	1538835917849843
13 October 2026 10:59:55	548	305.0000	XLON	1538835917858301
13 October 2026 10:59:55	642	305.0000	XLON	1538835917858303
13 October 2026 11:02:24	642	305.0000	XLON	1538835917858449
13 October 2026 11:02:24	620	305.0000	XLON	1538835917858450
13 October 2026 11:04:24	364	305.0000	XLON	1538835917858603
13 October 2026 11:05:24	324	304.0000	XLON	1538835917858689
13 October 2026 15:18:20	2,000	310.0000	XLON	1538835917896913
13 October 2026 15:18:20	2,000	310.0000	XLON	1538835917896914
13 October 2026 15:18:20	1,000	310.0000	XLON	1538835917896915
13 October 2026 16:14:56	2,000	311.5000	XLON	1538835917913930
13 October 2026 16:14:56	907	311.5000	XLON	1538835917913932
13 October 2026 16:14:56	1,016	311.5000	XLON	1538835917913934
13 October 2026 16:14:56	984	311.5000	XLON	1538835917913935
13 October 2026 16:14:56	179	311.5000	XLON	1538835917913936
13 October 2026 16:14:56	120	311.5000	XLON	1538835917913937

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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