SThree plcLSE: STEM

SThree: Transaction in Own Shares & Rule 2.9 Announcement

· Issued by SThree plc via RNS
SThree plc
02 November 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:

30 October 2026

Number of Ordinary Shares purchased:

16,400

Lowest price per share (pence):

302.0000

Highest price per share (pence):

306.5000

Weighted average price per day (pence):

304.7461

The Company intends to cancel the purchased ordinary shares.

Following settlement of the above purchases, SThree has purchased a total of 6,449,455 ordinary shares since the commencement of the buyback programme and will have 121,437,844 ordinary shares in issue. There are 35,767 ordinary shares held in treasury. The total voting rights in the Company are therefore 121,402,077 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 121,402,077 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

304.7461

16,400

302.0000

306.5000

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

30 October 2026 08:43:07

302

306.5000

XLON

1549375767588474

30 October 2026 09:00:32

749

306.5000

XLON

1549375767590447

30 October 2026 10:58:44

73

304.0000

XLON

1549375767601832

30 October 2026 10:58:44

1,875

304.0000

XLON

1549375767601833

30 October 2026 10:58:58

8

302.0000

XLON

1549375767601911

30 October 2026 11:11:14

1,000

304.0000

XLON

1549375767603134

30 October 2026 12:06:19

1,779

304.5000

XLON

1549375767607701

30 October 2026 12:06:20

612

304.5000

XLON

1549375767607702

30 October 2026 12:06:20

882

304.5000

XLON

1549375767607703

30 October 2026 12:06:20

291

304.5000

XLON

1549375767607704

30 October 2026 12:55:45

1,802

305.0000

XLON

1549375767611738

30 October 2026 13:55:09

278

304.0000

XLON

1549375767620692

30 October 2026 14:01:47

4

303.5000

XLON

1549375767621602

30 October 2026 14:09:35

361

303.5000

XLON

1549375767622952

30 October 2026 15:02:12

561

305.0000

XLON

1549375767631073

30 October 2026 15:02:12

279

305.0000

XLON

1549375767631074

30 October 2026 15:08:05

931

305.5000

XLON

1549375767632241

30 October 2026 15:14:01

274

306.0000

XLON

1549375767633473

30 October 2026 15:25:38

245

305.0000

XLON

1549375767635695

30 October 2026 15:27:45

603

305.0000

XLON

1549375767636223

30 October 2026 15:28:38

113

305.0000

XLON

1549375767636372

30 October 2026 15:30:49

210

305.0000

XLON

1549375767636811

30 October 2026 15:31:47

73

305.0000

XLON

1549375767636938

30 October 2026 15:32:51

624

305.0000

XLON

1549375767637049

30 October 2026 15:32:57

15

305.0000

XLON

1549375767637054

30 October 2026 15:32:57

117

305.0000

XLON

1549375767637055

30 October 2026 15:32:57

1

305.0000

XLON

1549375767637056

30 October 2026 15:32:57

1,438

305.0000

XLON

1549375767637057

30 October 2026 15:43:40

177

304.0000

XLON

1549375767639036

30 October 2026 15:43:40

723

304.0000

XLON

1549375767639037

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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