Share Buyback Programme
Summary by AI BETAClose X
17 March 2026
Trustpilot Group plc
Share Buyback Programme
Trustpilot Group plc ("Trustpilot" or the "Company") announces that it will commence a share buyback programme of up to £22.5 million (the "Buyback Programme"). The Buyback Programme will commence on the trading day immediately following the date of completion of the share buyback programme announced on 16 September 2025 (the "2025 Buyback Programme"). As previously stated, the Company is committed to running an efficient balance sheet and returning excess capital, not required for other priorities, to shareholders.
Purchases under the Buyback Programme will be conditional on compliance with all legal and regulatory requirements.
Trustpilot has entered into an agreement with Deutsche Bank AG, London Branch (trading for these purposes as Deutsche Numis) ("Deutsche Numis") to purchase Trustpilot's Ordinary Shares up to a maximum aggregate consideration (excluding expenses) of £22.5 million (which would amount to approximately US$30 million at prevailing exchange rates) under the Buyback Programme. Deutsche Numis will manage the purchases on a non-discretionary basis, purchasing Ordinary Shares within certain pre-set parameters and making its trading decisions independently of, and uninfluenced by, Trustpilot.
The purchase of Ordinary Shares, which may commence on the trading day immediately following the date of completion of the 2025 Buyback Programme, will be carried out on the London Stock Exchange and other trading venues and in accordance with share purchase authorities granted to the Company by its shareholders at the 2025 Annual General Meeting. Deutsche Numis will purchase any Ordinary Shares as principal and simultaneously be deemed to execute on-market sales of any Ordinary Shares so purchased to the Company in accordance with the agreement.
The sole purpose of the Buyback Programme is to reduce the share capital of Trustpilot. It is intended that all Ordinary Shares purchased under the Buyback Programme will be cancelled.
The Buyback Programme will be conducted within certain pre-set parameters and in accordance with the general authority to repurchase Ordinary Shares granted by Trustpilot's shareholders at the 2025 Annual General Meeting (the "Authority"), and with a future such authority, if granted by Trustpilot's shareholders, that is expected to be put to the Company's 2026 Annual General Meeting (the "2026 AGM") in the ordinary course (the "Proposed Authority"), and with the EU Market Abuse Regulation (Regulation (EU) No 596/2014) and Commission Delegated Regulation (EU) 2016/1052 (in each case as such legislation forms part of Retained EU Law (as defined in the European Union (Withdrawal) Act 2018)) as well as the applicable laws and regulations of the UK Financial Conduct Authority.
The maximum number of Ordinary Shares that Trustpilot may purchase under the Buyback Programme before expiry of the Authority, which occurs on the earlier of the conclusion of the 2026 AGM and 20 August 2026, is equal to 41,292,409 (being the maximum number permitted under the Authority) less the number of shares purchased under the Authority prior to the commencement the Buyback Programme. The maximum number of Ordinary Shares that Trustpilot may purchase under the Buyback Programme thereafter will be limited to the maximum number of Ordinary Shares that Trustpilot is authorised to purchase under the Proposed Authority, if granted by shareholders. The Buyback Programme shall terminate upon the earliest to occur of the purchase by Deutsche Numis of such maximum number of Ordinary Shares or of Ordinary Shares with a maximum aggregate consideration (excluding expenses) of £22.5 million, or the latter of the expiry of the Authority and, if the Proposed Authority is approved, 31 December 2026.
Trustpilot will announce any market repurchases of Ordinary Shares no later than seven trading days following the date the repurchase occurred.
Enquiries
Trustpilot
Louise Bryant, Head of Investor Relations
investor.relations@trustpilot.com
+44 (0) 7813 210 809
Financial PR
Headland Consultancy
Stephen Malthouse
Rob Walker
Charlie Pepper
+44 (0) 73 1136 9861
About Trustpilot
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