SThree plcLSE: STEM

SThree: Transaction in Own Shares & Rule 2.9 Announcement

· Issued by SThree plc via RNS

Summary by 6ix AI

SThree plc bought 9,834 of its own ordinary shares on October 28, 2026 through Berenberg under its share buyback programme announced on February 12, 2026, at a weighted average price of 307.8009 pence per share, and intends to cancel them. It said on September 9, 2026 that it had entered an offer period, when a takeover offer for it may be made.

Key details

  • The shares were bought at prices from 303.0000 pence to 311.5000 pence each on the main market of the London Stock Exchange.
  • SThree has purchased a total of 6,416,559 ordinary shares since the buyback programme began and will have 121,470,740 ordinary shares in issue, with 35,767 held in treasury (shares the company holds itself).
  • Total voting rights in the company are 121,434,973, the figure shareholders can use to work out whether they must report their holdings under the Financial Conduct Authority's disclosure rules.
  • Under Rule 2.9 of the UK Takeover Code (the rules governing takeover bids), SThree confirmed it has 121,434,973 ordinary shares in issue excluding treasury shares, each carrying one vote.

6ix AI wrote this summary from the release below and checked it against the release.

SThree plc
29 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:

28 October 2026

Number of Ordinary Shares purchased:

9,834

Lowest price per share (pence):

303.0000

Highest price per share (pence):

311.5000

Weighted average price per day (pence):

307.8009

The Company intends to cancel the purchased ordinary shares.

Following execution of the above purchases, SThree has purchased a total of 6,416,559 ordinary shares since the commencement of the buyback programme and will have 121,470,740 ordinary shares in issue. There are 35,767 ordinary shares held in treasury. The total voting rights in the Company are therefore 121,434,973 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 121,434,973 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

307.8009

9,834

303.0000

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

28 October 2026 08:05:02

1,470

311.5000

XLON

1548138816997943

28 October 2026 08:05:02

395

311.5000

XLON

1548138816997945

28 October 2026 08:24:37

269

307.0000

XLON

1548138817000126

28 October 2026 08:28:22

202

307.0000

XLON

1548138817000442

28 October 2026 09:28:29

624

309.5000

XLON

1548138817005229

28 October 2026 10:15:23

36

308.0000

XLON

1548138817009045

28 October 2026 10:46:37

277

308.0000

XLON

1548138817011349

28 October 2026 10:56:48

1,454

309.5000

XLON

1548138817012236

28 October 2026 10:56:48

398

309.5000

XLON

1548138817012239

28 October 2026 14:34:56

360

307.0000

XLON

1548138817041826

28 October 2026 14:34:56

588

307.0000

XLON

1548138817041831

28 October 2026 14:35:03

310

306.5000

XLON

1548138817041857

28 October 2026 15:16:31

900

305.5000

XLON

1548138817049417

28 October 2026 15:29:53

25

305.5000

XLON

1548138817052833

28 October 2026 15:33:09

290

305.5000

XLON

1548138817053552

28 October 2026 15:48:44

606

306.0000

XLON

1548138817056464

28 October 2026 15:48:44

271

306.0000

XLON

1548138817056466

28 October 2026 15:58:53

288

305.0000

XLON

1548138817058460

28 October 2026 15:58:53

13

305.0000

XLON

1548138817058461

28 October 2026 16:11:40

284

304.5000

XLON

1548138817061462

28 October 2026 16:11:40

34

304.5000

XLON

1548138817061463

28 October 2026 16:17:00

384

303.5000

XLON

1548138817062770

28 October 2026 16:26:38

356

303.0000

XLON

1548138817065062

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

[email protected]

Hilary Buchanan

Sam Modlin

Rose Docherty

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