Sthree PlcLSE: STEM

Transaction in Own Shares & Rule 2.9 Announcement

· Issued by Sthree Plc

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:

01 October 2026

Number of Ordinary Shares purchased:

16,694

Lowest price per share (pence):

295.0000

Highest price per share (pence):

308.5000

Weighted average price per day (pence):

299.4461

The Company intends to cancel the purchased ordinary shares.

Following execution of the above purchases, SThree has purchased a total of 6,122,562 ordinary shares since the commencement of the buyback programme and will have 121,764,737 ordinary shares in issue. There are 35,767 ordinary shares held in treasury. The total voting rights in the Company are therefore 121,728,970 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 121,728,970 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

299.4461

16,694

295.0000

308.5000

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

01 October 2026 08:24:34

570

295.5000

XLON

1531414214353999

01 October 2026 08:30:15

3,137

295.5000

XLON

1531414214355418

01 October 2026 08:30:15

609

295.5000

XLON

1531414214355419

01 October 2026 08:36:03

796

295.0000

XLON

1531414214356899

01 October 2026 08:36:03

50

295.0000

XLON

1531414214356900

01 October 2026 08:52:59

330

295.0000

XLON

1531414214359591

01 October 2026 09:33:40

381

297.0000

XLON

1531414214368296

01 October 2026 09:43:13

876

298.5000

XLON

1531414214370386

01 October 2026 09:53:45

329

298.5000

XLON

1531414214372377

01 October 2026 10:03:03

982

299.0000

XLON

1531414214373835

01 October 2026 10:22:17

312

301.0000

XLON

1531414214376512

01 October 2026 10:28:28

348

301.5000

XLON

1531414214377243

01 October 2026 10:34:28

108

301.0000

XLON

1531414214377699

01 October 2026 10:34:28

297

301.0000

XLON

1531414214377700

01 October 2026 11:17:26

1,222

301.0000

XLON

1531414214382310

01 October 2026 11:17:26

1,656

301.0000

XLON

1531414214382311

01 October 2026 11:31:15

1,528

302.5000

XLON

1531414214383829

01 October 2026 11:31:21

1,915

302.5000

XLON

1531414214383838

01 October 2026 12:01:51

411

304.0000

XLON

1531414214388175

01 October 2026 12:30:51

272

303.0000

XLON

1531414214391413

01 October 2026 14:31:36

565

308.5000

XLON

1531414214406347

Enquiries:

SThree Plc

Timo Lehne, CEO

via Alma

Damian Fehrenberg, Interim CFO

Charlie Hildesley, Investor Relations Manager

Alma Strategic Communications

+44 20 3405 0205

Rebecca Sanders-Hewett

SThree@almastrategic.com

Hilary Buchanan

Sam Modlin

Rose Docherty

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