24 September 2026

SThree plc ("SThree" or the "Company")

FY26 PBT Profit Forecast

In the Q3 Trading Update announcement published on 22 September 2026 the Company published revised FY26 PBT guidance which constitutes a "profit forecast" under the UK City Code on Takeovers and Mergers (the "Code"). The Company has confirmed with the UK Takeover Panel that Note 2(b) on Rule 28.1 of the Code applies to the revised FY26 PBT guidance. In accordance with Rule 28.1(c)(i) of the Code, the Board of SThree confirms that, as at the date of this announcement, the profit forecast remains valid and has been properly compiled on the basis of the assumptions stated and that the basis of accounting used is consistent with SThree's accounting policies.

 Principal Assumptions

 Factors outside the influence or control of the SThree Directors for the period up to 30 November 2026: 

·      no material change to current prevailing global macroeconomic and political conditions in the markets and regions in which SThree operates or intends to operate;

·      no change in general sentiment towards SThree and/or its operations which has an impact on its ability to attract customers and to operate its business;

·      no business disruption affecting SThree, its customers or other stakeholders (including, but without limitation, any pandemic-related lockdowns and restrictions or similar, natural disasters, acts of terrorism, cyberattacks, workforce shortage or labour disputes); and

·      no litigation or contractual disputes which are material in the context of SThree.

Factors within the influence or control of the SThree Directors for the period up to 30 November 2026:

·      no material acquisitions, disposals, joint ventures or other commercial agreements, other than those already assumed within the forecast;

·      no material changes in SThree's accounting policies and/or the application thereof; and

·      no material changes in key management or strategy of SThree.

Rule 26.1 disclosure

In accordance with Rule 26.1 of the Code, a copy of this announcement will, subject to certain restrictions relating to persons resident in restricted jurisdictions, be available on SThree's website at www.sthree.com/en-gb/investor-centre/offer-from-circle8-group-inc/ by no later than 12 noon (London time) on the business day following the date of this announcement. For the avoidance of doubt, the content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.