REG - SThree plc - Commencement of Share Buyback Programme

SThreeAnnouncement

12/02/2026 07:00

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RNS Number : 6652S  SThree plc  12 February 2026

12 February 2026

 

SThree plc

Commencement of Share Buyback Programme

 

On 27 January 2026, in its Final Results for the financial year ended 30
November 2025, SThree plc ("SThree" or the "Company") announced its intention
to launch a share buyback programme of up to £20 million (the "Share
Buyback Programme").

 

SThree has entered a non-discretionary agreement with each of Investec Bank
plc ("Investec") and Joh. Berenberg, Gossler & Co. KG, London Branch
("Berenberg", together, the "Brokers") to execute the buyback for an aggregate
value of up to £20 million (excluding any associated costs and stamp duty)
of the Company's Ordinary Shares of 1 pence each (the "Shares") and to make
trading decisions under the Share Buyback Programme independently of the
Company in accordance with certain pre-set parameters. During any closed
periods the Company and its Directors have no power to invoke any changes to
the programme and it will be executed at the sole discretion of the Brokers.
The Share Buyback Programme will commence today and is expected to end no
later than 30 November 2026, the end of the Company's current financial year.

 

The purpose of the Share Buyback Programme is to reduce the share capital of
the Company. As such, the Company will cancel any Shares purchased. The
Directors of the Company consider the Share Buyback Programme to be in the
best interests of the Company and its shareholders, returning surplus capital
to shareholders, whilst maintaining the financial flexibility to invest in the
Group's strategy.

 

Any share purchases will be made by the Company within certain pre-set
parameters and in accordance with the general authority of the Company to
repurchase shares granted by shareholders at the Company's Annual General
Meeting held on 29 April 2025, which permits the Company to purchase no more
than 13,350,000 ordinary shares, as may be updated subject to shareholder
approval at the 2026 Annual General Meeting.

 

The Share Buyback Programme will be conducted in compliance with Chapter 12 of
the Financial Conduct Authority's Listing Rules and with European Union (EU)
Regulation No 596/2014 ("MAR") and the MAR buyback technical standards
(Commission Delegated Regulation (EU) 2016/1052) (the "Technical Standards"),
both of which form part of Retained EU Law as defined in the European Union
(Withdrawal) Act 2018.

 

The Company will initially rely on the safe harbour conditions for trading set
out in Article 3(2) and Article 3(3) of the Technical Standards. However, if
the safe harbour conditions were to constrain the Company's ability to execute
the Share Buyback Programme within the targeted timeframe given, for example,
share illiquidity, the Company may subsequently decide and announce its
intention to trade outside of the safe harbour conditions.

 

The Company will make further announcements in due course following the
completion of any repurchases. There is no guarantee that the Share Buyback
Programme will be implemented in full or that any Ordinary Shares will be
repurchased by the Company.

 

At the time of this announcement, the Company's share capital comprises
127,822,300 Ordinary Shares with voting rights.

 

 Enquiries:

 SThree plc
 Timo Lehne, CEO                                  via Alma

 Andrew Beach, CFO

 Keren Oser, Investor Relations Director

 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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