Laser-focused

on delivery

Annual Report

and Accounts

SThree is the

global STEM-

specialist talent

partner

We connect dynamic organisations

with global communities of sought-

after specialists in science, technology,

engineering and mathematics (STEM).

By understanding the needs of the best

STEM professionals and matching them

with the organisations that need them, in

both contract and permanent roles, we help

build a sustainable future for everyone.

More information

Supplementary information and disclosures about

SThree’s business are provided in the following

documents and referenced in this report.

Climate Change Report

sthree-plc-cdp-2024.pdf

Summary of notices and policies

sthree-ar24-notices-and-policies.pdf

Online quick read

A concise summary of the SThree Annual Report

and Accounts, highlighting strategy, performance,

sustainability information as well as examples of

how we have engaged with our stakeholders can

befoundat:

sthree.com/annual-report-2024

Online investor centre

All SThree corporate reports, including investor

briefings, trading updates, share price information

andanalyst coverage can be found at:

sthree.com/investor-centre

The Strategic Report from page 2 to 93 was approved

by the Board on 27 January 2025 and is signed on its

behalf by:

Timo Lehne

Chief Executive Officer

Andrew Beach

Chief Financial Officer

Contents

Introduction

04 SThree at a glance

08 Chair’s statement

10 Chief Executive Officer’s statement

16 Market overview

18 Our business model

Strategic Report

24 Strategy overview

26 Key performance indicators

30 Strategic progress

40 Chief Financial Officer’s statement

44 Business review

54 Stakeholder engagement

(including section 172 statement)

60 Our commitment to being a

responsible business

(including TCFD)

82 Risk and Compliance Statements

Governance Report

96 Board of Directors

98 Chair’s governance statement

102 Our Board at a glance

104 Board roles and responsibilities

105 Our Board

108 Employee engagement

114 Nomination Committee

119 Audit & Risk Committee

126 Directors’ remuneration report

130 Remuneration at a glance

131 Remuneration policy

138 Annual report on remuneration

150 Directors’ report

Financial Statements

156 Independent auditors’ report

166 Consolidated Income Statement

167 Consolidated Statement of

Comprehensive Income

168 Statements of Financial Position

169 Consolidated Statement of

Changes in Equity

170 Company Statement of

Changes in Equity

171 Consolidated Statement of

Cash Flows

172 Notes to the financial statements

212 Five-year financial summary

Other Information

213 Results announcement timetable

214 Shareholder information

215 Company information and

corporate advisers

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Strategic Report Governance Report Financial Statements

01SThree plc Annual Report and Accounts 2024B

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Introduction

04 SThree at a glance

08 Chair’s statement

10 Chief Executive Officer’s statement

16 Market overview

18 Our business model

Laser-focused

on delivering

our customer-

centric approach

Strategic Report Governance Report Financial Statements

02 sthree.com 03

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Our strategic focus on Contract

underpinned the Group’s performance

in the challenging market, where

conditions have had an ongoing

impact on new business activity

throughout the year.

Whilst we look forward to the

easing of the macro environment,

our strategy focused on STEM and

Contract and significant operational

enhancements achieved through

the Technology Improvement

Programme, provide us with a resilient

and financially robust foundation to

deliver our future growth.

Timo Lehne

Group CEO

SThree at a glance

Group performance highlights in 2024

Financial highlights

Progress on our

FY24 ambitions

A performance underpinned by our

strategic focus on Contract and in line

with expectations, following prolonged

suppression of market conditions.

Net fees

FY23: £419 million

£369m

Operating profit

FY23: £76 million

£66m

eNPS

FY23: 43

Basic earnings per share

FY23: 42.4p

37.4p

Lives positively impacted

FY23: 25,725

48,585

Contractor order book

FY23: £184 million

£161m

Net cash

FY23: £83 million

£70m

Carbon reduction since 2019

FY23: 8%

21%

Total dividend per share

FY23: 16.6p

14.3p

Conversion ratio

FY23: 18.2%

17.9%

Delivering

on our 2024

ambitions

Further reading: CEO’s statement, pages 10 to 15. Further reading: Key performance indicators, pages 26 to 29.

1. The Group also uses alternative performance measures (APMs) to help explain its business performance. Further information on APMs,

including a reconciliation to the financial statements (where appropriate), can be found on pages 210 to 211.

04 05

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Our

purpose

Our

strategy

Our

vision

The strength of the Group derives from our clear purpose

Key competitive advantages

Through strategic focus on STEM and flexible

talent, and empowered by deep knowledge of our

candidate specialisms and client needs, we drive

our business towards long-term growth in value.

The markets we serve

We deliver our purpose and

strategy across 33 offices in

11 countries grouped into the

following reportable segments:

How we deliver

SThree at a glance continued

See Strategic progress: Places, Platform for

more information on page 30.

See Chief Financial Officer’s statement for

more information on page 40.

See Our commitment to being a responsible

business for more information on page 60.

We bring skilled people together to build the future

By investing in our market knowledge and global network operations, we plan to

deliver on our purpose as an innovative, more focused and higher value company.

Game-changers in STEM

We aim to showcase how innovative solutions in recruitment can reshape the

role of recruiters and foster a new standard of client collaboration, all while

enhancing the candidate experience.

Focused on key game-changing activities

We empower our people, by blending strategically enhanced SThree’s operations with the

sector- and market-specific knowledge, to nurture the environment in which we accelerate

careers, enrich lives, and enable people to make a difference to the world around them.

Reportable segment name Countries included

Net fees

(% of Group)

Recruitment

consultants

DACH

Austria

Germany

Switzerland

£127m (35%) 668

Netherlands

(including Spain)

Netherlands

Spain

£79m (21%) 324

Rest of Europe

Belgium

France

£61m (17%) 354

USA

USA £82m (22%) 325

Middle East & Asia

Japan

UAE

£20m (5%) 192

Focus on STEM Cash generative business Driving sustainable value

Significant market

potential

SThree operates in some of the

world’s largest STEM markets: the

USA, Germany, the Netherlands,

the UK and Japan. Across all five

markets, we have strong positions,

but a relatively small market

share. This offers us a significant

opportunity for growth.

Strong financial position

Recurring revenue dynamics of our

Contract business drive sustainable

free cash flows. Supplemented

by the £50 million Revolving

Credit Facility (RCF), undrawn at

the year end.

Investing for future

growth

Our capital allocation policy,

supplemented by the Group’s

financial strength, provides

strategic flexibility to pursue

value-enhancing opportunities

when they arise.

Global house of STEM

specialist recruitment

brands

Each of our brands brings expertise

in specific sought-after skills within

science, technology, engineering

and mathematics. We know how

to achieve the goals of STEM

professionals and the organisations

that need them.

Regular dividend

We offer shareholders dividend

in line with our dividend cover

policy, which is currently within

therange of 2.5x to 3.0x of our

annualearnings.

Well-considered

ESGstrategy

Long-term commitments to the

environment and society aim to

deliver positive outcomes for all

our stakeholders and contribute

towards the UN Sustainable

Development Goals (SDGs).

c.2%

Our share of STEM market

in our top five countries

£70m

Net cash

£35m

Current Technology Improvement

Programme to increase our productivity

1,863

Recruitment consultants

14.3p

Total dividend per share

163,028

Number of lives positively impacted

since FY19

Further reading: CEO’s statement, pages 10 to 15.

Further reading: Business review, pages 44 to 53.

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Our unique strategic focus on STEM skills

and flexible talent continues to underpin

our overall performance, supported by

the global megatrends that are driving

demand for workers with these specialist

skills. This gives us confidence that we

are in the right markets and focusing on

the right sectors where we can make a

real difference, drive growth and increase

market share.

In line with the Group’s capital allocation

policy, the Board is proposing a final

dividend at 9.2 pence per share this

year. This, combined with the interim

dividend of 5.1 pence per share, gives

the total dividend for the year of 14.3

pence per share. We remain committed

to maximising shareholder value while

ensuring effective and pragmatic capital

allocation across the Group that allows us

to deliver growth in net fees and margin,

maintain a healthy balance sheet, invest

in our people and technologies and grow

through acquisition, should we find the

right opportunity to do so.

Post-period end we were pleased to

announce the launch of a share buyback

programme of up to £20 million to reduce

the share capital of the Company; we

consider this to be in the best interests

of the Company and its shareholders,

returning surplus capital to shareholders

while maintaining the financial flexibility to

invest in the Group’s strategy.

In spite of the challenging market

dynamics and political change in some

of our key markets, the Group has taken

great steps forward towards its long-term

growth strategy. While cognisant of the

market backdrop, we have remained

disciplined in our continued investment

in our teams, technology and places of

work to ensure we are in the best position

possible to seize the opportunity as the

market improves.

Having had the pleasure of being able to

catch up with colleagues in our offices

around the world throughout the year,

one thing that has clearly shone through

is the real sense of pride and community

across SThree; something Timo has been

instrumental in delivering. April 2025

will mark his third anniversary as Chief

Executive Officer of the Group and his

clarity of vision and drive are bearing fruit

in the form of early signs of benefits from

our Technology Improvement Programme,

industry recognition and improved staff

retention and talent acquisition.

We remain committed to our pledge

to be a responsible and sustainable

employer and ESG considerations remain

embedded within our strategy. We were

proud to be named in the Financial Times’

list of Europe’s Climate Leaders 2024

and Time Magazine and Statista’s World

Best Companies for Sustainable Growth,

in what we see is a clear indication of

our dedication to the environment and a

greener economy.

We were delighted to welcome Sanjeevan

Bala as a Non-Executive Director to

the Board in April 2024. His expertise

in customer-centric technology and AI

transformation has been invaluable and

he has made an immediate contribution

to the business. In H2 FY24, the Board

commissioned an external Board

evaluation to benchmark on various

levels. I am pleased to report that the

results were extremely positive, with the

Board’s effectiveness, impact and general

governance all being highlighted. I would

like to thank the whole Board for their hard

work and commitment this year and look

forward to continuing to build on this in

the period ahead.

In 2019, we set ourselves some ambitions

to strive for by the end of 2024. While

we did not anticipate Covid-19 and the

subsequent challenging market backdrop

of the past two years when setting

the ambitions, looking back I believe

we have done a good job in executing

againstthem.

Looking ahead, whilst FY25 is set to see

challenging market conditions persist, I

believe there is a lot to be excited about.

We are of the view that the recruitment

industry will change more in the next five

years than it has in the last 20, driven by

effective implementation of technology.

We have led the industry in harnessing

the latest tools available and see this

head start as an opportunity for us. This

technological advantage, coupled with

our strategic focus on STEM and Contract

mean we are well placed to grow once

the market backdrop improves.

James Bilefield

Chair

27 January 2025

The new leadership team established

in the US has had a positive impact and

we are confident in the people and

platform we have in place to seize our

clear opportunity in the region as market

sentiment improves. The team there

has a clear sense of direction and the

opportunities for us are large. Similarly,

the Executive Committee has been

performing very well and is delivering for

the Group. The stability and obvious trust

between each member of the Committee

is filtering across the business and helping

drive the Group forward.

Our Technology Improvement Programme

is hugely exciting and is positioning us

at the forefront of the industry with a

roadmap to deliver cutting edge, Artificial

Intelligence (AI)-enhanced tools to our

teams. In what is a major achievement,

I am pleased to say that the roll-out

continues on track and on budget, with

around 80% of our team now successfully

onboarded and actively using the

platform. As a result of the programme,

we are starting to see efficiencies across

the business, from Placement Support,

Payroll and our internal support teams.

These benefits are already having a

tangible impact, and we look forward to

talking further to them in the future.

Our strategy, focused on STEM and

Contract talent, and our underlying

performance have seen us earn

recognition across the industry. Being

named a ‘great place to work’ in Belgium,

Japan and the Netherlands is testament

to the culture in our offices around the

world. I am delighted that this culture,

coupled with our focus on STEM, is

also creating opportunities for us in the

recruitment market, with an increase in

experienced hires being made across

theGroup.

Alongside our people and platform, we

have also invested in our offices around

the world, including the opening of

our new headquarters in London. We

are striving to be seen as an employer

of choice in our industry and this

investment comes in conjunction with

our efforts to boost the time our teams

spend with clients, both physically and

virtually, compared to recent years as

we are committed to remaining close to

themarket.

Chair’s statement

James Bilefield

Delivering

a resilient

performance

The past year has been another difficult

one, as the market backdrop within which

the Group has been operating remained

challenging. While it has been a tough

couple of years for the industry, our

people and clients, we have delivered

a resilient performance in line with

market expectations, supported by our

Contract and STEM-focused business

model, of which we are proud.

The Board and I appreciate the efforts that have been

made by our teams around the world to deliver these

results. My thanks go to every member of our team

as their hard work, dedication and skill have been

instrumental in driving the business forward this year.

I would also like to express thanks to our shareholders

and other stakeholders for their ongoing support

during this challenging period as we continue to

strive to deliver growth and shareholder value

over the mid-to-long term.

Further reading: Strategic progress,

pages 30 to 39.

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Basic earnings per share

FY23: 42.4p

Chief Executive Officer’s statement

Timo Lehne

The Group has grown from

a heritage of doing things

differently and embracing

opportunities arising from

achanging world.

Timo Lehne

Chief Executive Officer

Despite softer trading conditions,

whichhave persisted longer than market

participants predicted, the Group was

able to withstand the external pressures

of this extended cycle through FY24,

delivering a financial result in line with

expectations. Notwithstanding the

trading environment, we have taken the

time to strengthen our position for future

growth, making meaningful progress in

line with our technology and operational

enhancement plans.

Our unique business model is rooted in

our conviction that the future of work

is flexible STEM talent. The Group has

grown from a heritage of doing things

differently and embracing opportunities

arising from a changing world. As

industries evolve and shifts in labour

markets unfold, driven by the forces of

global megatrends, we have acted early

and decisively to position our business at

the centre. It is this pioneering ethos that

continues to govern our evolution today.

We proactively took the important step

over two years ago to initiate a journey

to become a digitally-enabled business

through our Technology Improvement

Programme (TIP), setting us on a path to

be a fitter, more scalable organisation.

Contract and STEM provided

resilience in uncertain markets

This year we have connected over 12,150

highly skilled STEM professionals to

their next career role, which we facilitate

through our unique combination of niche

vertical focus and operational scale. As a

STEM partner to our customers in diverse

Our bias toward flexible talent

underpinned our resilience in the year,

providing a visible runway of monthly-

recognised Contract net fees in the

form of a contractor order book. Whilst

Contract extensions continued to be

robust through the year, reflecting the

desire of our customers to retain key

STEM skills, persistently weak new

business activity meant that new business

did not outpace the rate of Contract

finishers, resulting in the contractor order

book declining 10% YoY. Despite this,

our Contract focus continues to provide

sector-leading net fee visibility of £161.3

million, equivalent to around four months

of net fees.

Embracing change and aligning

tostructural opportunity

The unprecedented speed of adoption

of new technology is taking hold across

industries and we are starting to see

this shaping business leaders’ views of

the skillsets they need. The reported

productivity gains and growth potential

enabled through Artificial Intelligence

(AI) adoption is in turn changing the

skills sought by employers.

As we have

reported in our own research (How the

STEM World Works), AI is no longer the

spectre that threatens job security; it is

the catalyst for unprecedented growth.

Crucially, it has been shown that AI is

often performing best in collaboration

with people, and that “the biggest

performance improvements come

when humans and smart machines

work together.”

We believe this to be

particularly acute in highly complex roles,

a view which is supported by industry

experts.

It is these specialist markets

where we focus, and which require

experts to find and place.

markets and sectors, we uncover the

scarce, highly skilled STEM specialists

needed to power their businesses.

We deliver this through an adaptable suite

of solutions, whether that be Independent

Contractors, Employed Contractors or

Permanent placements, coupled with

a best-in-class consultative service

wrapper. Our strategic focus on flexible

talent (representing contract, part-time

specialists and project-based teams) now

contributes 84% to Group net fees, and

is aligned to the needs of our clients and

preferences of our candidate communities.

As widely reported across regions and

industries, the market backdrop over the

year has been characterised by economic

weakness coupled with geopolitical

uncertainty, with a notable impact on

client confidence. With the protracted

length of this uncertainty, we believe

this has contributed to a rise in status

quo bias on the part of decision-makers,

exacerbating an ingrained preference for

stability and inhibiting investment decisions

which could otherwise be beneficial in

the longer-run.

This heightened, broad

resistance to change is resulting in delayed

decision-making in the short-term.

The result of this can be seen in softer new

placement activity as clients put on hold

investment initiatives, particularly acute in

permanent roles. This has resulted in net

fees for the year of £369.1 million, down 9%

YoY on a like-for-like basis, which, together

with prudent cost control, delivered an

operating profit of £66.2 million.

Delivering

the power

of talent

The strength of the

Group’s operating model

and differentiated STEM

value proposition has been

demonstrated this year with a

resilient financial performance

in a prolonged challenging

market environment.

37.4p

Net cash

FY23: £83m

£70m

1. online.wharton.upenn.edu/blog/status-quo-bias/

2. www.pwc.com/gx/en/news-room/press-releases/2024/pwc-2024-global-ai-jobs-barometer.html

3. hbr.org/2018/07/collaborative-intelligence-humans-and-ai-are-joining-forces

4. www.peoplemanagement.co.uk/article/1895039/michael-wooldridge-ai-doesnt-depth-replace-complex-roles

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This deliberate and targeted coverage

follows a streamlining of our markets

in preceding years, and as a result, this

simplified structure has enabled us to

channel all of our efforts during FY24 on

strengthening our operations in each of

our core markets for long-term success.

For example, in the US we have invested

in refining our go-to-market strategies to

ensure our teams are better positioned

to capitalise on growth opportunities

there, with a focus on having a more

balanced portfolio in each of our core

markets, particularly given that we expect

the region to rebound faster than other

markets. More broadly, other areas of

focus in the year have been investing

in our technology and capacity to

embed data-driven insights throughout

our operations, both to enhance the

services we provide to clients and to

also inform our pricing and skill vertical

investments in each market. We have

also evolved our global client approach

to emphasise greater client collaboration

and service. Lastly, we have brought our

global Permanent community together

to strengthen our Permanent offering in

preparation for recovery in the market.

These initiatives leave us with stronger

foundations to grow both organically and

through selected M&A, positioning us

well to capitalise when markets recover.

We believe we are at the centre of this

evolving landscape, both in terms of

what we deliver to clients, but also our

own operations. To our clients, as well

as candidates, we provide advice and

guidance. Not only are we helping our

clients to leverage the benefits of modern

technology by finding the skills they

need in order to do so, but we are also

embracing it ourselves in ways that make

work more fulfilling and impactful for

our teams. We are on our own journey

of creating a bespoke insights and data

platform that will deliver exceptional value

to our customers, candidates, employees

and shareholders.

Working for our communities

and the planet

Notwithstanding transient economic

cycles, we remain resolute in our focus

on executing our ESG commitments. In

doing so, we are ensuring we are building

a business that works for our communities

and the planet, a central component to

our sustainable growth ambitions and

long-term resilience. Our commitment to

the environment is two-fold: as a Group,

we are actively transitioning to be a net

zero business before 2050 in line with

SBTi verified targets, and this year our net

zero working group has been working on

a five-year transition roadmap (FY25–

FY30) to ensure we remain on track.

Secondly, our role extends much broader

than our own business footprint – the

STEM skills we place play a critical role

This year we have designed the

automation of sales processes and

begun digitising the ‘SThree Way’ best

practice blueprint to support sales

effectiveness of our consultants. In doing

so, we have made a concerted effort

in ensuring that our technology roll-out

is inextricably delivered together with

change management initiatives across our

teams, through focus groups, leadership

days and training. Already we can see

that our new, standardised and accessible

systems are tying the whole organisation

closer together, helping to bring greater

alignment around our strategy. We are

becoming better at utilising the power of

the Group through knowledge sharing

and transporting client relationships

across regions, helping to open up

new opportunities and build deeper

relationships with our clients.

As we enter the new year, we will be

completing the roll-out out of TIP globally,

and introducing new functions onto the

platform. As we look ahead to our mid-

to-long term opportunity, this is only the

start of our journey. The more we do, the

more that it is clear that the benefits of

TIP will continue to expand, with its global

implementation providing the foundational

infrastructure for continued enhancement,

development and innovation in the years

to come. We believe this will position us as

game-changers in the industry, driving high

margin growth over the medium term.

– As of FY24, 37% of leadership positions

are held by women (FY23: 39%) as

we progress towards our short-term

goal of 40% of women in leadership

roles, with the longer-term ambition of

achieving 50/50 representation.

We also recognise our responsibility in

helping to shape an equitable and diverse

STEM talent pipeline. As such, in FY24

our Elevate Careers programme delivered

career advice, CV reviews, and sharing

our intellectual capital to help 1,739

people at risk of unemployment to access

career paths. Internally, we continue to

invest in our diversity and in FY24 we

welcomed 39 women to be our fourth

leadership accelerator cohort.

Strategic execution

Places: To be a leader in the

markets we choose to serve

A key component of our growth ambition

is ensuring our market coverage remains

aligned to the best STEM markets

and skills verticals through continuous

evaluation under our market investment

model. During the year, we remained

focused on our active market coverage

of 11 countries, giving us access to

approximately 71% of the global STEM

staffing opportunity, and which we service

from our footprint of 33 offices.

Platform: Create a world-class

operational platform through data,

technology and infrastructure

This year has marked a considerable

step-change in our transition to a digitally-

enabled organisation, with the TIP roll-out

now initiated across four of our five largest

global markets. Importantly, we have taken

the learnings from our first major roll-out

in the US, and applied it to our subsequent

implementations initiated in FY24 in

Germany, UK and the Netherlands, helping

us to be more efficient in our deployment.

This has enabled us to introduce, for the

first time, back-office process automation,

with the early efficiency benefits

highlighting the scale of the potential we

can unlock. We now have five AI-enabled

processes across placement support,

payroll and IT help desks live and working

in our four initiated markets, with another

five processes to be onboarded in FY25.

Taking a look at the US as our first major

region to go live, over a 12-month period

we have reduced the manual intervention

on c.4,400 new placement onboardings or

extension updates; removed the need for

the manual management and approval of

c.43,000 timesheets; and decreased the

number of tickets created by the IT help

desk by 28%.

In addition, the implications of our

globalsystem roll-out is starting to

resonate much more broadly.

in enabling the transition to a net zero

world, and in FY24, we delivered 923

placements within clean energy. Since

FY19 we have seen 161% growth in our

clean energy business net fees. Clean

energy, which now accounts for 11%

of Group net fees, remains an exciting

growth opportunity for SThree.

In 2019 we set our 2024 sustainable

business practice and ESG ambitions

(refreshed in FY22). The following

provides an overview of our in-year

performance and progress towards our

overall goals:

– During FY24, our clean energy

business grew by 5% compared to

FY23 (FY23: up 28% versus FY22). We

have achieved our target of doubling

the size of our global clean energy

business from FY19 to FY24.

– In FY24, we achieved a 21% reduction

in carbon emissions compared to

FY19, our baseline year for our SBTi net

zero target. Our goal was to reduce

absolute carbon emissions by 25%

from FY19 levels. We surpassed this

target in FY22 with a 44% reduction,

but fell slightly short in FY24.

– Throughout FY24, we positively

impacted over 48,500 lives (FY23:

over 25,700). Since FY19, we have

positively impacted 163,028 lives

and successfully met our ambition of

impacting more than 150,000 lives by

the end of 2024.

Chief Executive Officer’s statement continued

We have a talented

team and are building a

market-leading technology

suite, tohelp us drive future

growth for the Group.

Timo Lehne

Chief Executive Officer

Carbon reduction

since 2019

FY23: 8%

21%

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Specific initiatives in the period include

the launch of a Global Benefits Network

and Reward Governance Group, and the

introduction of refined global hybrid

working policies. In addition, we have

dedicated considerable effort through

our change programme, with a focus on

upskilling, ensuring that our teams have

been prepared for the demands of a new

system as we progressed the global roll-

out of our new technology infrastructure. In

addition, there have been big investments

in leadership development and we

successfully activated and embedded

ournew company values.

Looking into FY25, we will be

implementing new initiatives with the key

objective to impact our retention and

productivity of our 0–24 months sales

population. With this programme we aim

to develop our SThree Way of managing

sales by ensuring we develop globally-

consistent best practices for hiring,

onboarding and performance managing

sales talent across all regions.

Position: Leverage our position

at the centre of STEM to deliver

sustainable value to our candidates

and clients

Our go-to market strategy is rooted in our

‘house of brands’ approach, with a focus

on leveraging the strong brand value we

have in our specialist vertical markets

across the full Group. Through a more

unified brand portfolio we are working to

tie our brands closer together to elevate

the collective power of the Group and

enhance our position within our markets

and skills verticals. We are already seeing

evidence that our proposition as a STEM

partner is gaining increased momentum

with larger enterprise clients, evidenced

by 8% YoY net fee growth within our top

client cohort. We see a large opportunity

within this customer segment, and we

have new initiatives planned for launch in

FY25 to build on this momentum further.

To support our efforts, we launched

the latest of our thought leadership

initiatives in H2 FY24 with our global

fitter and ready to capitalise when markets

recover. Our scale, robust business

foundations and deep STEM networks

fostered over decades, combined with a

plan to drive the benefit realisation of our

infrastructure investment, sets us on a

path to be game changers in STEM.

Timo Lehne

Chief Executive Officer

27 January 2025

Our performance culture is guided by

an ethos that everyone plays a part in

our journey, and I would like to take

the opportunity to thank all SThree

team members for their continued

commitment and determination in

delivering outstanding value to our clients

and candidates. A highlight of my role

continues to be interacting with our teams

on the ground across our global markets,

and I was particularly inspired following

our two-day leadership conference in

London where our teams and customers

came together to share views on the future

of work. We were able to give additional

insight on our technology improvement

plans and the progress we have made

in enhancing service delivery through

standardisation of the ‘SThree Way’.

During the year we have seen early

positiveimpact from enhanced processes

to improve employee retention, including

a reduction in sales consultant churn

thisyear.

Outlook: bringing skilled people

together to build the future

As previously indicated, market conditions

continue to be challenging particularly in

Europe, and we prudently expect this to

persist through FY25. Whilst the wider

landscape remains in a state of status

quo bias in the short term, we would

expect this to transition to tailwinds over

the medium term as businesses resume

investment to avoid stagnation and pent-

up investment demand is unleashed.

Importantly, we are not shaping our

thinking and decision making around this

cycle. We maintain our forward-looking

view, focusing on the right markets, with

the right people and the right strategy

over the mid-to-long term.

We are using this time to move

furtherahead in our positioning,

investingin our future, supported by a

resilient business model and robust cash

position. We believe the actions we are

taking are providing us with competitive,

first-mover advantage and we will emerge

STEM survey report, ‘How the STEM

world works: Navigating the new

era of AI and trust’. The report is the

culmination of an in-depth survey of over

2,500 STEM professionals worldwide,

spanning Technology, Engineering and

Life Sciences. The report provides insight

for our clients looking to create the right

environment and workforce to embrace

AI and digital transformation to drive

productivity and innovation. Findings

such as the fact STEM professionals

are losing nearly six hours each week

due toinsufficient AI support, and

the prevalence of digital illiteracy

in leadershipare just some findings

that help our clients make the right

workforcedecisions.

People: Attract, develop and retain

great people

Our long-standing relationships and best-

in-class consultative service wrapper are

made possible by our dedicated global

team of c.2,700 people.

Chief Executive Officer’s statement continued

We aim to develop our

SThree Way of managing

sales by ensuring we

develop globally-

consistent best practices

for hiring, onboarding and

performance managing

sales talent across

allregions.

Timo Lehne

Chief Executive Officer

Further reading: Strategic progress,

pages 30 to 39.

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Growth in

global pharma

R&D spend,

2020–2028

43%

Source: Statista

of European

businesses see

digital skills as

critical to their

dailyoperations

65%

Source: AWS, Strand Partners, Unlocking

Europe’s AI potential in the digital decade

Contribution of

digital technology

toUK economy

by 2030

£520bn

Source: Study by Amazon Web Services in

partnership with Strand Partners on unlocking the

UK’s digital potential

Growth in SThree

technology-related

net fees since FY19

+23%

* In constant currency.

Increase in annual

grid investments

across advanced

economies to reach

Net Zero 2050

50%

Source: HSBC Global Research,

The climate in 2024

Market overview

Our markets

Against a backdrop of rapidly

accelerating global megatrends,

businesses are compelled to adapt

through reinventing business models,

investments in technology and service

partnerships to close operating-model

capability gaps.

Alongside the era-defining megatrends

pressuring businesses to reinvent

themselves lies a unique opportunity

to evolve long-standing solutions to

create long-term, sustainable value.

These developments increase SThree’s

business opportunity and demand for

its services as a STEM talent provider.

In this Annual Report and Accounts,

we contextualise the Group’s

performance and prospects through

five global megatrends which shape

the STEM specialists’ labour market.

Number of US

workers in full-

time ‘permanent’

employment

by 2030

Source: PwC, Workforce of the future:

The competing forces shaping 2030

Demographic changes

Global shortage of

skilled workers by

2030, with the

largest gap in

technology

andengineering

85m

Source: German Economic Institute

Annual decline

in working-age

population

between 2040

and 2050

-0.5%

Source: HSBC Global Research, Demographics

Growth in SThree

net fee margin

since FY19

+13%

* In constant currency.

Demographics are evolving at the

fastest pace in history, with rapidly

ageing populations. The proportion

of people of working age globally is

shrinking, while the relative number of

those retiring is expanding.

Tighter labour markets are driving

the structural changes in the global

economy. This ranges from rapid

technological innovation, digitalisation

and accelerated energy transition.

In more developed economies,

the shortage of human work-force

drives the need for automation and

productivity enhancements.

These changes lead to a rise in

demand for a highly-skilled workforce,

as well as increased rates of pay,

especially in STEM fields.

Shifting attitudes to work

previously New working models

Share of global

candidates stating

flexible working as

a factor that will

affect their career

63%

Source: SThree research ‘How the STEM world

evolves’ 2023

Growth in SThree

contract net fees

since FY19

+26%

* In constant currency.

A trend towards new work patterns

and flexible work continues to

entrench.

Greater work flexibility gives

candidates the confidence to

go from contract to contract,

developing their career within

their given niche of expertise. This

contributes to ongoing growth

in the number of contractors

which, according to 62% of global

executives polled by Ceridian,

will substantially replace full-time

employees by 2030.

A post-pandemic shift towards

remote working has seen

businesses adapting existing

infrastructure and making ‘smart’

urban developments, which in turn

drive significant investment and

demand for STEM professionals.

Expected savings

in US healthcare

spending through

AI and machine

learning tools

£200bn

(c.$360bn)

Source: McKinsey and Harvard Study

Research-led healthcare

Life Sciences and Healthcare

sectors continue to evolve towards

achieving a future of widespread

health equality. Gene editing,

clinical trials and the introduction

of AI are just a few of the key

forces shaping the face of these

sectorstoday.

These innovations require expertise

in everything from medical science

and quality assurance to regulatory

affairs. They fuel the race for talent

and lead to huge opportunities for

STEM candidates.

Finding people with the right skills

and expertise will be essential

for Life Sciences and Healthcare

to reach its full potential in the

comingyears.

Megatrends impacting supply of STEM skills Megatrends driving demand for STEM skills

Digitalisation

Digitalisation is transforming

business models around the world,

with companies accelerating

the push to deliver digital

customerexperiences.

Businesses with empowering

technology are able to adopt

leaner ways of working and, in

turn, revolutionise their customer

interactions. This digital ingenuity

and greater operational efficiency

drives customer retention and

revenue generation.

The increased technological

complexity and innovative digital

technologies, including artificial

intelligence (AI) and machine

learning, are driving an explosion in

demand for specialist technology

skills, and will no doubt underpin

and grow the world of work.

New clean energy

jobs to be created

globally by 2030

30m

Source: IEA Net Zero Roadmap – A Global Pathway

to Keep the 1.5 °C Goal in Reach (Nov 2023 Update)

Growth in

SThree net fees

in renewables

since FY19

+161%

* In constant currency.

Decarbonisation

Global actions towards a green

energy transition are well under

way, of which automation and

technology are an essential

element. Advances in technologies

deployed in grid infrastructure,

energy storage and renewables

capacity help to protect scarce

natural resources and minimise

environmental damage.

According to the International

Energy Agency, by 2030 14 million

new jobs will be created in global

energy supply, and a further 16

million in clean energy end-uses.

This job growth will be driven by

both public and private investments,

driving an exponential growth in

demand for engineering and ‘green’

tech talent.

1. Based on PwC 27

CEO’s survey.

Further reading: see Our net zero transition plan,

pages 66 to 67, for information on key actions and

initiatives to decarbonise SThree’s operations.

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USA

United States

(focus on Life Sciences and Engineering)

USA

United States

(focus on Life Sciences and Engineering)

Top 5 Markets

Other markets

Our key value drivers

We have a diverse, skilled

and committed workforce

We have a global network of

dedicated STEM recruitment

experts. Weemploy

approximately 2,700

peopleacross the world.

We earn net fees from a

well-balanced business

We deliver a comprehensive suite

of compliant STEM resourcing

solutions to meet clients’

increasingly complex needs.

Net fees is our core performance

indicator. It represents the margin

earned for time worked by Independent

Contractors and Employed Contractors

across the duration of the contract

as well as one-time placement fees

charged as a percentage of a Permanent

candidate’s starting salary.

We have a house of global brands with competitive and differentiated value propositions

Our brands are market leaders in delivering STEM talent to our clients.

Europe offices

(Head office:

London)

Amsterdam

Antwerp

Barcelona

Berlin

Birmingham

Bristol

Brussels

Düsseldorf

Eindhoven

Frankfurt

Glasgow

Hamburg

Hanover

Leeds

London

Madrid

Manchester

München

Nürnberg

Paris

Rotterdam

Stuttgart

Utrecht

Vienna

Zurich

USA offices

Austin

Boston

Chicago

Houston

New York

San Diego

Middle East

& Asia offices

Dubai

Tokyo

We are a global business

We deliver STEM talent in the most important STEM

markets where technological change is at full speed.

Our business model

Business model

Through our specialist

brand Real, we

place candidates in

organisations within the

scientific sector.

Science

Middle East & Asia

Technology

We place professionals

with Tech skills across

multiple sectors and

industries predominantly

through our Computer

Futures brand.

Engineering

Our network of

consultants at

Progressive connect

engineers with

organisations which

provide renewable

energy, sustainable

infrastructure and

cleaner transport.

Mathematics

Our specialist

recruitment brands

Huxley, JP Gray

and Madison Black

place candidates with

specialists skills in

managing data across

the Netherlands and

North America.

FY24 net fees breakdown per revenue stream

(as a proportion of Group net fees).

Independent

Contractors

45%

Employed

Contractors

39%

Permanent

16%

Net fees by reporting segment

Net fees by skill

DACH

2023: 36%

Technology

2023: 48%

USA

2023: 23%

Life Sciences

2023: 18%

Netherlands

inc. Spain

2023: 19%

Engineering

2023: 26%

Middle East

& Asia

2023: 5%

Other

2023: 8%

Rest of Europe

2023: 17%

35% 48%22% 17%

USA

United States

(focus on Life Sciences and Engineering)

Netherlands

inc. Spain

21% of the Group

Rest of Europe

17% of the Group

DACH

35% of the Group

5% of the Group

USA

22% of the Group

21% 29%5% 6%

17%

1. As a proportion of FY24 Group net fees.

2. Skill ‘Other’ includes Banking & Finance, Procurement & Supply Chain and Sales & Marketing.

3. All % movements presented on a like-for-like basis.

4. SThree pays contractors in line with submitted timesheets and invoices clients with a mark-up.

Net fees by segment FY24 vs FY23

DACH -12%

Netherlands inc. Spain -2%

Rest of Europe -12%

USA -12%

Middle East & Asia 4%

Group -9%

Net fees by skill FY24 vs FY23

Technology -10%

Life Sciences -17%

Engineering -1%

Other

-12%

Group -9%

Our strategic weighting towards Contract

provides resilience and good forward

visibility of repeatable fees that are

likelyto continue in the future.

Economically, Contract placements

typically provide for higher

lifetime value and profitability

thanPermanentplacements.

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Value we create for stakeholders

FY24 has been the year of executing our value creation plan

and continued focus towards unlocking our potential.

Examples of our value creation in FY24

Our business model continued

Our People and Business excellence

Repositioning SThree among competitors

Our STEM markets and brands with

differentiated value propositions

The SThree Way

Our Customer Service Excellence

Best employer,

best people

People

Digital first

– redefining

potential,

unleashing

our vision

Platform

Knowing where

to play, playing

where we can win

Places

Investing for growth

We ensure continuity and prioritise profitable growth

Game-changers in STEM

A winning house

of STEM brands

with competitive

and differentiated

value propositions

Position

Career with purpose

We offer our people a great place

to work and invest in ongoing

learning and development, well-

being and DE&I programmes, all

in support of creating an inclusive

culture, winning our employees’

engagement and empowering

them to meet their goals.

6.8%

of operating profit invested

in learning and professional

development programmes

38,941

employee training hours

Enhancing lives of future generations

Understanding the needs

and career aspirations of our

candidates allows us to match

them with the right client

organisations. Our candidates’

expertise and problem-solving

skills help our clients make new

discoveries, realise and increase

the long-term potential of

technology to address today’s

world’s challenges.

12,159

candidates placed in FY24

>5,900

clients we worked with around the

world in FY24

Shareholders returns

Total recommended dividend

per share (including FY24 interim

dividend paid in December 2024

and final dividend declared by the

Board in January 2025 which is

subject to the AGM approval).

We aim to pay a dividend that is

sustainable through the cycle, and

which will be driven by long-term

earnings growth.

In FY24, the Board recommended

9.2 pence per share in the

final dividend for the year; this

represents 21% YoY decrease.

14.3

pence

Developing cutting-edge STEM talent

We lead many initiatives across

communities to promote STEM

careers with great expansion

prospects. We help eliminate

barriers to employment and

create more pathways into

STEMcareers.

1,739

people accessed career support

programmes

2,891

hours volunteered in local

communities

Addressing the climate crisis

We source the talent needed

to build a sustainable future,

partnering with clients to support

the transition to a low-carbon

economy. Our SBTi validated

target is to be a net zero company

by 2050, with a near-term target

of reducing scope 1 and 2 GHG

emissions by 77%, and scope 3

GHG emissions by 50%, by 2030

versus the base year 2019.

21%

reduction in CO

emissions since

2019 base year

How we create value

Global Client Strategy

We foster long-term relationships

and develop our strategy around

global key clients.

Managing our customer service

We deliver the best for our

customers by continuously

optimising our offerings to

serve multiple customer

segmentseffectively.

Building local sales excellence

tohigh global standards

Our Client Blueprint programme

sets the benchmark for sales

globally.

Insights and reporting

Global

Client

Strategy

Managing

our customer

service

Building local sales

excellence to high

global standards

What we do –

our focus on

STEM

We are a global STEM talent

partner, with recruitment experts

across the world.

We connect highly-skilled

candidates with the right contract

and permanent opportunities

across dynamic organisations,

which solve complex challenges

across the world. That’s how we

build the future.

How we

create value

(the SThree

Way)

The SThree Way supports our strategic

pillars by instilling an inclusive, high-

performance culture and promoting an

integrated approach across sales and core

functions and a leading technology platform.

It is underpinned by our values which guide

our behaviours and ways of working.

We put our customers at the heart of

everything we do. Building exceptional

customer experience is the foundation of

the SThree Way.

Customers

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Strategic Report

24 Strategy overview

26 Key performance indicators

30 Strategic progress

40 Chief Financial Officer’s statement

44 Business review

54 Stakeholder engagement

(including section 172 statement)

60 Our commitment to being a

responsible business (including TCFD)

82 Risk and Compliance Statements

Laser-focused

on delivering

strategic

progress

Strategic Report Governance Report Financial Statements

22 sthree.com 23

sthree.comSThree plc Annual Report and Accounts 2024 SThree plc Annual Report and Accounts 2024

Places PeoplePlatform Position

To be a leader in the markets we

choose to serve

Attract, develop and retain

greatpeople

Create a world-class operational

platform through data, technology

and infrastructure

Leverage our position at the centre

of STEM to deliver sustainable value

to our candidates and clients

Strategic Report

Strategy overview

Key performance

indicators we track

Progress on

FY24priorities

Initiatives and

immediate priorities

for FY25

Our approach

toESG

1. Integral to our purpose and strategy is a strong emphasis on our ESG commitments. We bring skilled people together to build a sustainable future for everyone.

– Net fees.

– Net fees through global clean energy business.

– Basic earnings per share.

– Total shareholder return.

– Representation of women in leadership roles.

– Employee net promoter score (eNPS).

– Operating profit conversion ratio.

– Profit before tax.

– Carbon reduction.

– Number of lives positively impacted.

– Began harnessing data-driven insights to

develop dedicated Enterprise Clients service.

– Enhanced our service lines, reinvigorating our

Permanent offer to meet client needs.

– Identified top 40 leaders for succession

planning and ran dedicated leadership

programmes for senior leaders.

– Continued to evolve our Identify programme

(Women in Leadership programme).

– Introduced core function

personaldevelopment.

– Embedded our new values.

– Enhanced minority groups data collection.

– Launched Global Benefits Network and

Reward Governance Group.

– Introduced global hybrid working principles.

– New technology improvement platform

(TIP) learnings from US applied in roll out to

Germany, UK and the Netherlands.

– Introduction of back office process automation.

– Designed the automation of processes to

improve sales efficiency.

– Began digitising the SThree best practice

blueprint and designing sales effectiveness

support for consultants.

– Developed Endorsement strategy.

– Developed Sales Excellence programme.

– Developed Major Global Client service.

– Continue development of Enterprise

Clientsservice.

– Harness data-driven insights to

empowerconsultants.

– Continue development of specialised teams

serving particular sectors and skill verticals.

– Launch new HCM platform and ways of working.

– Further embed behavioural framework to

underpin our values.

– Launch new Onboarding Programme of

salesteams.

– Launch new Global Performance Management

process and toolkit.

– Implement new talent acquisition tools.

– Continue to develop current and future leaders.

– Roll out new behavioural framework.

– Complete roll-out of the TIP globally.

– Begin introduction of sales effectiveness

andefficiency functionality.

– Begin introducing a Contract Lifecycle

Management system to speed the

interpretation of client contracts.

– Begin the roll-out of enhanced HR

system(HCM).

– Launch endorsement strategy to leverage the

SThree Group brand across our house brands.

– Continue to input into the platform design

ofthe Sales Excellence Programme.

– Review our processes in the light of the

newplatform’s data and analysis tools.

– Refine our marketing as well as incentivise

and reward priorities such as major

clientdevelopment.

– Positively impacting over 163,000 lives

since FY19 through providing access to

decent work and delivering community

outreachprogrammes.

– Finding the STEM talent needed to

decarbonise the world, address health

challenges and build sustainable infrastructure.

– Create a high-performing, inclusive work

culture where everyone is supported and

empowered to thrive.

– Improve diversity across our business to

ensure we represent the variety of our

clientsandcandidates.

– Deliver efficiencies as we transition to a net

zero operation.

– Build the systems that will provide our clients

with access to the very best talent to deliver

their low-carbon transition plans.

– Build diverse STEM talent communities

that make STEM careers more accessible

to everyone and provide our clients with

accesstothe best, diverse STEM talent.

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FY24

FY21

FY22

-71%

-21%

-44%

-8%

FY21

FY22

FY23

FY24

£60m**

£68m

£77m

£78m

FY21

FY22

FY23

FY24

17%**

18%

FY21

FY22

FY23

FY24

85.6%

-27.9%

35.4%

51.7%

FY21

FY22

FY23

FY24

31.8p**

37.4p

41.0p

42.4p

FY21

FY22

FY23

FY24

46%

161%

88%

142%

FY21

FY22

FY23

FY24

£356m

£369m

£431m

£419m FY23

Our key performance indicators

(KPIs) provide a balanced measure

of the Group performance against

our strategic priorities. These KPIs,

a combination of six financial and

four non-financial measures, help

the SThree Board and Executive

Committee evaluate operating

performance and inform their financial,

strategic and operating decisions.

KPIs used for executives’

remuneration

To help our Board and Executive

Committee align their focus with

the interests of our stakeholders, all

KPIs addressed in this section are

reflected in the executive remuneration

targets, as per the policy approved

by shareholders at the 2024 Annual

General Meeting.

Changes to KPIs versus

prioryear

As we transition to the new end-to-

end platforms, tracking and measuring

one of the previously disclosed

KPIs, Customer Net Promoter Score

(NPS), has been paused. Whether

the measurement of NPS will be

resumed in FY25, subject to the full

implementation of all Technology

Improvement Programme (TIP)

cohorts, is subject to the Directors’

review and decision.

Places

To be a leader in the markets we choose to serve

The growth in value of a

shareholding over a three-

year period, assuming that

dividends are reinvested

at the closing price on the

ex-dividend date. This KPI

helps to assess the Group’s

performance in the delivery

and maximisation of long-

term value for shareholders.

Our ongoing target is to

generate good returns on

the investments we make

and create long-term value

for shareholders.

Total shareholder

return (TSR)

This KPI is calculated as

revenue less cost of sales,

and represents the mark-up

we charge to our clients on

top of candidate salaries. It

is one of our fundamental

financial measures as it

indicates how our business

is performing over time. Our

FY24 medium-term target

was to grow our net fees

faster than our peer group

across the aggregate of our

top five markets compared

to FY19.

Net fees

This KPI represents growth

in the Group’s net fees

generated from placements

of candidates in the

renewable energy sector

since FY19. A transition to a

low-carbon future is driving

an increase in STEM job

opportunities. Our target to

double the size of our global

clean energy business by

FY24 versus the base year

FY19 has been achieved.

Net fees through

global clean energy

business

EPS helps to assess the

Group’s profitability per

share. Internally, it is

also used for the vesting

assessment of the Group’s

Long-Term Incentive Plans.

Our ongoing target is to

achieve earnings growth for

shareholders while balancing

reinvestment to secure

future growth opportunities.

Basic earnings per

share (EPS)

This measure represents

operating profit stated

as a percentage of net

fees. It measures the

Group’s effectiveness

in controlling costs and

managing its investments

for future growth. Our

aim is to operate our

business efficiently and

cost effectively with stable

margins and to deliver

a mid-term sustainable

operating profit conversion

ratio in excess of 21%.

Operating profit

conversion ratio

The KPI represents net

fees less administrative

expenses and less net

interest, before adjusting

items. It is a measure of

our underlying profitability,

our efficiency and how

we manage our cost base.

Delivering a healthy and

consistently profitable

growth is important as we

aim to create value for all

our stakeholders over the

longterm.

Profit before tax

(PBT)

Our near-term goal is to

reduce scope 1 and 2 carbon

emissions by 77%, and

scope 3 carbon emissions

by 50% by FY30, from a

FY19 base. Our short-term

ambition was to reduce

scope 1, 2 and 3 carbon

emissions by 25% between

FY19 and FY24. Progress

against carbon reduction

is also used as a factor

in determining vesting of

Long-Term Incentive Plans

granted to executives.

Carbon reduction

FY24 performance

During the assessed three-

year period (FY21 to FY24),

SThree plc’s share price

declined by a third. This

performance places SThree

in a mid-range position

relative to the basket of

comparator companies

and reflects the Group’s

strategic focus on Contract

which continued to underpin

our performance in the

challenging market. Based

on this final performance

test, the TSR portion of the

FY22–24 LTIP award will

vest at 41.7% of maximum.

FY24 performance

Ongoing macro-

economic and geopolitical

uncertainties continue to

affect business confidence

of our customers, which

has resulted in a continued

decline in new business

activity across Contract

and Permanent, partially

offset by strong Contract

extensions as clients seek

to retain much-needed

STEM skills. This resulted in

our total net fees declining

by 9%* YoY (12% decline

on a reported basis), with

Contract down by 7% and

Permanent down 18% YoY.

Based on the market data

available to us as at the

end of Q3 FY24, we have

outperformed our local peer

group (on a net fee basis

versus FY19) and met our

FY24 target.

FY24 performance

In FY24, net fees from

our clean energy business

(renewables) grew by 161%*

on FY19, attributable to

unwavering pace in our

clients’ decarbonisation

investments and other

climate change mitigating

initiatives, all underpinned by

STEM skills. This part of our

business is supported by our

internal Global Renewable

Energy Network, built

by Energy sector leaders

working together on actions

to accelerate growth of our

renewables business.

FY24 performance

Basic EPS decreased by

12% over the prior year. This

was attributable to (i) the

13% lower operating profit,

which was partially offset by

increased finance income,

and 160 bps lower Group

effective tax rate; and (ii)

0.7 million increase in the

weighted average number

of shares.

FY24 performance

Despite the current macro-

economic headwinds which

negatively impacted net

fees and dampened the

overall margin progression,

and continued spend on the

implementation of TIP, we

succeeded in keeping the

conversion ratio stable YoY.

This was attributable mainly

to disciplined management

of operating costs. Our

medium-term sustainable

profit conversion ratio was

not met mainly due to the

protracted challenging

economic conditions

and businesses delaying

investment plans which in

turn continued to impact

new placement activity.

FY24 performance

PBT decreased by 13% on a

reported basis (down 9% in

constant currency basis) as

compared to FY23, due to

decline in net fees partially

offset by cost savings and

net interest income.

FY24 performance

In FY24, our scope 1 and

2 emissions remained

consistent YoY, with a 32%

increase from our 2019

baseline. Our absolute

scope 3 emissions reduced

by 26% versus 2019. We

implemented carbon

reduction activities across

seven offices, including our

new London HQ equipped

with architectural innovations

to save 5,000 tonnes of

per year and promote a

healthier workplace. We also

moved 30% of our car fleet

to hybrid or electric vehicles

and we engaged with our top

20 high-emitting suppliers

to set new ambitions carbon

reduction targets. The impact

of these initiatives will be

realised in FY25.

-27.6%

-79.3 pts on 2023

£369m

-9%* on 2023

161%

growth* on 2019

Result (% growth on base year FY19)

37.4p

-12% on 2023

18%

flat in % pts on 2023

£68m

-9%* on 2023

21%

reduction from

base year 2019

Platform

Create a world-class operational platform through data, technology and infrastructure

Key performance indicators

Delivering performance

* In constant currency.

** With adjusted profit before tax.

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FY21

FY22

FY23

FY24

55,771

163,028

88,741

114,466

FY21

FY22

FY23

FY24

43pts

L3: 34% L4: 14%**

35pts

37%

51pts

32%

43pts

39%

The metric represents the number of

people whose lives since FY19 have

been positively impacted through

inclusive recruitment solutions and

community programmes that SThree

delivers. We use our skills and unique

position to help communities find

decent, sustainable work that can deliver

real social change. Our ambition was to

positively impact 150,000 lives between

FY19 and FY24.

Number of lives

positively impacted

FY24 performance

Between FY19 and FY24 we have

positively impacted 163,028 lives and

successfully met our medium-term

ambition of impacting more than

150,000 lives. Through our flagship

development, coaching and mentoring

programmes we have continued to

enhance our local communities through

access to decent work and tackling

career inequalities. In FY24, we provided

support to 3,736 existing and aspiring

STEM professionals and through our

placements in FY24 alone, we helped

12,159 candidates access work in STEM-

related industries.

163k lives

+42% on FY23

Position

Leverage our position in STEM to

deliver sustainable value to our

candidates and clients

Key performance indicators continued

This KPI is a measure of gender balance

within the Group and an indicator of

our strategic growth plans leading to a

diverse leadership team. Since FY23, to

ensure alignment with the FTSE Women

in Leadership Review requirements, this

KPI is calculated by taking the number

of women in ‘ExCo’ and ‘ExCo minus

one’ roles (excluding administrative roles)

as a percentage of our total workforce

at this level. Our short-term target is to

achieve 40% of women in leadership roles,

aligned to the FTSE Women in Leadership

Review, with a longer-term ambition to

achieve50/50.

Representation of women in

leadership roles

The score is the result of the annual

employee survey that captures regular

feedback from our people about their

experience of working at SThree. Our

success is reliant on having a motivated

and engaged workforce, so our aim is to

never stop listening to, and acting upon,

our people’s feedback. eNPS helps us

identify areas for ongoing improvement

so that we can ensure SThree is a great

place to work, and we attract and retain

the best people.

Employee net promoter

score (eNPS)

FY24 performance

At the end of FY24, women represented

37% of all roles within the leadership

cohort, with 48% (FY23: 53%) in core

function leadership roles compared to 5%

(FY23: 24%) in sales leadership roles.

We recognise that we have a diverse

pool of high potential women across

our business and our focus is on the

development and promotion of this

talent into leadership. During the year, we

launched the fourth cohort of ‘Identify’, our

talent accelerator programme for women.

In addition we have an established global

women’s network who run quarterly

career events for all women in the business

as well as local women’s networks in

the Netherlands, Japan and MENA who

organise local activities to promote

genderdiversity.

FY24 performance

Our average global eNPS declined to

35 points and as a result SThree missed

the FY24 ambition by dropping just

outside of the top 25% of professional

services organisations. 78% of all staff

who completed the survey said that the

adequately designed and implemented

recognition schemes, well-formulated

goals and constructive feedback

continue to contribute to a positive work

environment within SThree. However,

key actions in which we need to invest

more include: to embed the Group’s

strategy and priorities across all business

activities; to provide our people with

adequate level of autonomy to maximise

their potential and help us build a

high-performance culture.

37%

of women in leadership

35pts

-8pts on FY23

People

Attract, develop and retain great people

* In constant currency.

** The comparators for year

prior to FY22 are using a

definition which resulted in

a larger population being

included and restating has

not been possible due to a

lack of data.

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With the exception of Spain and Japan,

sales in most of our markets declined

during the year due to challenging

market conditions. Looking at the year

by segment, our Engineering business

remained overall stable YoY, benefiting

in particular from growth in the Clean

Energy sector, up 5% YoY, whereas Life

Sciences remained in its post-pandemic

decline, and Technology faced continued

challenges. However, we still performed

well against our more generalist talent

business competitors, both in the FTSE

100/FTSE 250 which points to the

resilience of our business model.

Diversification and scale

A core element of our resilience has

been the combination of a robust

Contract book, with contractors

performing mission critical roles, with

our complementary Permanent service

offering. We consistently review our

overall service lines to ensure we meet a

broad range of client needs, adapting to

changes in market demand.

While we continue to prioritise Contract

staffing, we made increased effort to

reinvigorate our Permanent recruitment

offering this year as it remains a significant

part of our business.

This year’s focus on major account clients,

particularly global enterprises, helped

us deepen relationships and improve

returns from our Top 20 clients. We

enhanced customer-oriented behaviours

and processes, leveraging data-driven

insights and deployed a new analytics

environment to help create a more

complete service for major customers.

This technology enables us to serve

clients more effectively, facilitating the

placement of candidates in international

locations while improving compliance

andresponsiveness.

We play in the world’s biggest STEM skills

markets, operating in 11 countries which

represent 71% of the global STEM skills

spend. Although the last two years have

seen volatile demand, in the long term we

believe megatrend fundamentals continue

to point to strong growth. Being focused

in markets that serve these megatrends

means we are ready for the resumption of

growth when it occurs.

That focus also means we can scale

efficiently, leveraging the client servicing

efficiencies resulting from the Technology

Improvement Programme (TIP). There is

considerable fragmentation in the talent

market. Smaller, less well-resourced

players adversely affected by increasingly

onerous compliance and country-specific

requirements find it difficult to compete

with the sector specialism we can achieve

because of our scale and resources. These

factors also form barriers for new entrants.

So we see good potential to increase

market share.

In FY24, we continued to pursue our strategy of

doing business where the opportunities are greatest.

Strategic progress

Places

This year’s focus on major

account clients, particularly

global enterprises, helped

us deepen relationships

and improve returns from

our Top 20 clients.

Jelte Hacquebord

Chief Commercial Officer

Global STEM market

USA

SThree market share

Total addressable market: £44bn

Market players: 20k+

Europe

SThree market share

Total addressable market: £33bn

Market players: 70k+

Middle East & Asia

SThree market share

Total addressable market: £10bn

Market players: 43k+

£108bn

0.7% 3.5% 0.4%

Laser-focused

on where

there’s most

potential

Plans for FY25

Looking at the priorities for next year,

we will continue the development

of our consultants’ skills through

the roll-out of the Sales Excellence

programme on our enhanced

CRM platform. Working with the

technology improvement team, we

will use data-driven insights to further

optimise our management focus and

service offering, as well as direct

resources to rapidly align to markets

as they recover. We will also continue

the development of specialised teams

for particular sectors and skill verticals

whilst continuing to develop our

dedicated major client service.

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The goal is to merge this with external

data sources to guide the sales team to

where the best market opportunities are

whilst automatically gathering insight to

enable management to track performance

and better direct team activity. This will

improve our onboarding process and

shorten the time it takes for new starters

to become effective consultants.

In parallel, we are also developing the

CRM to improve sales efficiency. Using

generative AI we have built our own large

language model which draws on our own

processes and knowledge base. Our CRM

will have the telemetry to understand

where a consultant is in the sales process

and automatically generate whatever

is required that can be automated –

afollow-up email, for instance.

Supporting major client service

and global sales

The enhanced CRM offers enormous

potential to leverage the global footprint

of SThree’s businesses to meet the

needs of our major clients looking to hire

internationally. Any legacy database silos

are being integrated and lead referral

tracking is being captured to ensure

servicing clients outside a consultant’s

business unit or territory is properly

rewarded and incentivised.

Contract lifecycle

managementsystem

AI offers the potential to speed up the

interpretation of contracts so we can

serve our clients more quickly. We have

been building this functionality with the

aim of introducing it next year.

HR systems and people

management

The enhanced platform also offers

potential to improve the efficiency for

our digital human capital management

(HCM) system, so this year we have been

working with our People team to design

its functionality. Because the platform

has the potential to make it easier for

managers to see many different measures

of performance, the new HCM offers

potential for enhancing our rewards

and recognition scheme and offers

new opportunities for attracting and

retainingtalent.

New office openings

It has been a year of exciting

developments in our physical platform

– our office estate. We opened our

first net zero office in Glasgow, a highly

innovative space which is the first net

zero office in Scotland. In London, we

moved the Group head office to a low

carbon property using a sustainable fit out

supplier. Oursustainable property policy

plays acritical role in our transition to a

net zerooperating model.

Plans for FY25

Next year, the focus will be on

completing the full deployment of

the platform across all territories

whilst beginning to roll out the sales

effectiveness and efficiency tools,

including further integration of AI

and introduction of the new Contract

Lifecycle Management system. We

will also begin implementation of the

new HR system. Again, this will follow

an agile learning and development

approach where we refine at each

step of the roll out. The aim is to

harness digital technology to bring

improvements in the management

of operations, and thereby support

the growth and profitability of

thebusiness.

We launched the enhanced platform

in the US market in FY23. This year

we focused on our Core Function,

back office processes with the result

that time required for client servicing

administration, such as timesheet

processing, expense management,

compliance checks and client invoicing,

were all significantly reduced in the US.

The US roll-out allowed us to refine and

expand the platform’s capabilities as

we rolled out many of its functions in

Germany, the UK and Netherlands this

year. Although this launching in a new

territory involves adapting the platform to

the different regulations and compliance

requirements of that jurisdiction, having

already refined the system in the US made

the process relatively straightforward.

This agile learning and development

approach continues, enabling the team

to incorporate real-time feedback and

progressively refine the system for the

benefit of all territories.

The functionality focus so far has been

on digitising administrative functions, but

this year we began to develop the sales

effectiveness potential of the platform.

The vision is to create a co-pilot for

consultants which can suggest optimal

actions at any point in the sales cycle. This

has involved digitising best practice, taking

our learnings and integrating them into the

system and automating where possible.

Strategic progress

Platform

Number of timesheets submitted

automatically over 12 months

in the US. Before the improved

platform these would have been

manually entered and approved by

the SThree Core Team on behalf

ofcontractors.

43,680

This year’s roll-out of the

enhanced Technology

Improvement Programme

(TIP) to three more markets

represented a major

milestone in the

Company’s digital

transformation journey.

Nicholas Folkes

Chief Operating Officer

Laser-focused

on seizing the

full potential

of digitisation

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The Technology

Improvement Programme

(TIP) is bringing major

changes in the way people

work at SThree. We have

been training and engaging

our people so they are

prepared and able to make

the most of new ways

ofworking.

Sarah Mason

Chief People Officer

Measuring employee experience

Other findings of the survey revealed

SThree’s strengths in recognising

performance, giving feedback and setting

performance goals – all essential to

driving success in the talent recruitment

business and a good indication that

our leaders and managers are being

effective. Our employee net promoter

score of 35, lower by eight points YoY,

means we are now in the middle range

when benchmarked against other leading

professional services industry firms.

Developing an inclusive culture

Creating a high-performing culture that

supports diversity, equity and inclusion

(DE&I) makes good business sense in

a global people business where only a

motivated and diverse workforce can

meet the needs of a culturally diverse

client base. In FY24, we delivered our

first inclusive leadership masterclass with

the top 40 leaders in our business. The

masterclass challenged perception and

bias and resulted in leaders developing

personal inclusion action plans. In

addition, we have invested in a charity

partnership with Bridge of Hope to

cement our commitment to being an

inclusive employer.

This partnership enables us to benefit

from inclusive hiring masterclasses

and directly target diverse talent pools

with our job opportunities. Finally, we

developed our revised DE&I Policy and

which will be launched in FY25.

It is critical that our DE&I action plan is

evidence based and outcome driven.

DE&I data is therefore critical to drive

improvement. In FY24, we commenced

improving the diversity data we have

for colleagues to better understand

representation across our global business

and at all levels. With the diverse cultural

and legal landscape of our business we

have focused data collection in the US, UK

and for our ExCo and ‘ExCo minus one’

levels. Our actions and commitment align

with the reporting requirements outlined

in the Parker Review.

As a result of enhanced data, our Board

has set our first ethnicity target for 2027

of seven leaders which is 18% ethnic

representation in the UK market. This is

based on our ExCo and ‘ExCo minus one’

population in the UK of 38 leaders (at time

of data capture). Throughout FY25, we

will continue to evolve and implement our

ethnicity action plan to achieve our target.

Upskilling our employees to

maximise the impact of change

The enhanced tech platform offers

the potential to transform the way we

do business and make huge strides in

improved performance, but it will only

be successful with the commitment of

everyone who works at SThree. We have

therefore invested heavily in training to

support the introduction and adoption

of new ways of working. In FY24, we

delivered 38,941 hours of training to our

employees, 0.3% of which was focused

on leadership development, a further 5%

on enhancing our management and 7%

developing the skills needed to maximise

our new tech platform.

Discovering how people feel about

the new tech

We added questions into our twice-yearly

engagement survey and evaluated the

results which indicated good levels of

awareness and engagement. Belief in the

change and the rational for change both

score above the professional services

industry benchmark with high results for

leadership overall.

Strategic progress

People

eNPS score

2023: 43

Laser-focused

on building

a high

performance

culture

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FY21 FY22 FY23

70.0%

60.0%

50.0%

40.0%

30.0%

20.0%

10.0%

0.0%

Men Women

Lower Quarter

Men Women

Lower Middle Quarter

Men Women

Upper Middle Quarter

Men Women

Upper Quarter

62.6%

55.6%

55.3%

44.4%

44.7%

49.3%

48.6%

48.2%

50.7%

51.4%

51.8%

44.0%

43.6%

48.8%

56.0%

56.4%

51.2%

43.6%

45.1%

44.9%

56.4%

54.9%

55.2%

37.4%

I was able to work with my

mentor on leading with

confidence and conviction

and understanding that

even if my decision isn’t the

right one to some, I can still

pivot and grow. I am proud

to say as a result of working

with my mentor, I am not

only more confident in my

ability to lead my team

– but I have the skills to

develop confident leaders

around me.

Identify – Women in Leadership programme

FY24 saw the fourth cohort join the

Identify programme, an evidence

based talent accelerator programme

designed to improve the promotion of

women into leadership career paths.

Since the programme launched, 62% of

alumni from the first three cohorts have

beenpromoted.

The programme includes external mentor

support, skills development workshops

and business challenges. In FY24,

we introduced alumni development

opportunities and a sponsor programme

where alumni benefit from sponsorship

from an existing SThree leader.

Across the three previous Identify

cohorts, 40 women registered and were

matched with sponsors from the Top 100

population. At the sponsorship halfway

point, the alumni ranked the sponsorship

experience an 8.4 out of 10.0.

Alongside Identify, our Global Women’s

Network ERG held four events over the

year, sharing insights and offering mutual

support. Promoting more women into

leadership will contribute to the long-term

sustainability of our business, ensuring

diversity of thought informs decisions

andmaximises growth opportunities.

For more information on the composition of our Board of Directors: see pages 96 to 97.

FTSE 250 Women Leaders

We were delighted to perform well in this year’s FTSE 250 Women Leaders review

where we were the highest placed recruitment firm for representation of women at

senior leadership level.

Strategic progress

People continued

736 hours

of learning completed by

Identify participants

Identify women’s talent

programme*

* Programme to conclude in February 2025.

106 hours

of mentoring provided

development opportunities

Global gender pay gap analysis

Since April FY17, we have been reporting our UK gender pay data on an

annual basis and this is the third year reporting our gender pay gap globally.

Our methodology

All employees who were active on

30November 2023 have been included

in the analysis. The criteria for inclusion

adhered to the same methodology as

the previous year, aligned to the UK

gender pay gap analysis guidelines.

Metrics used to measure our global

gender pay gap are: median (the middle

value of a list ordered from highest

to lowest), mean (adding up all the

numbers and dividing the result by the

total data points), and the proportion of

employees who identify as women and

men in each quarter of the group from

highest to lowest paid.

Findings

This year we experienced another

decrease in the SThree global gender

pay gap. The median gap decreased

from 7.3% to 3.5% and the mean gap

decreased from 12.6% to 6.0%. This

means women earn £0.96 for every £1

that men earn when comparing median

hourly pay and £0.94 for every £1 that

men earn when comparing average

hourly pay. This decrease has been

primarily influenced by countries such

as UAE, USA and the UK where we have

seen the biggest decreases in gaps for

both median and mean pay gaps.

In Belgium, Germany, the Netherlands

and Switzerland one of the metrics,

the average pay gap, has seen a

significantdecrease.

There was no increase in the

representation of women in the upper

quartile, a slight increase in their

representation in the middle quartiles,

and a five percentage point decrease

in the lower quartile. The graph below

illustrates these changes, which

account for the reduction in gaps

observedthisyear.

The existing gap is primarily attributed

to the continued predominance of men

in senior roles, who not only received

salary increases throughout FY23 but

also earned higher bonuses compared

to their female counterparts during the

relevant pay period.

The calculation of the global gender pay

gap incorporates bonuses awarded in

the snapshot month of November 2023.

In that month, the total bonuses awarded

to women amounted to £1.85 million,

while men received £2.83 million. This

disparity influences both the median

and average pay gaps, particularly in

Germany, USA and the UK.

At a global level, women represent 52%

of our workforce, a slight decrease from

53% last year.

This year we experienced a slight

increase of the global median bonus pay

gap, which rose from 52.9% to 58.6%.

This is driven by countries like Austria,

Switzerland and UAE where the gaps

between bonuses received by men and

women increased slightly. The mean

bonus pay gap has remained unchanged

and women earn £0.41 for every £1

earned by men when comparing median

bonus pay, and £0.54 for every £1

when comparing mean bonus pay. The

persistent gap is primarily attributed to

the disproportionate representation of

men in senior roles, which contributes

to the higher value of bonuses awarded

to them.

The global proportion of men and

women receiving bonuses has

decreased from 90.1% to 85.4%. This

is because employees who joined at

the end of FY23 did not receive any

bonuses or commissions. It is also

worth mentioning that the higher

proportion observed in the previous

year was attributed to the cost-of-living

bonus payment awarded at the end of

FY22, which impacted the number of

employees receiving bonuses.

Global Women’s Network Events

Date Name of event Total attendance

March SThree International Women’s Day 200

June Building a Career While Building a Family 240

September Growing Your Network 390

December Effective Conversations 287

Total 1,117

Improving representation in leadership, particularly sales leadership, will play a

critical role in addressing our gender pay gap which is detailed below.

Gender diversity profile as of 30 November 2024

Men Women

Total Number % Number %

Board of Directors including

Non-Executive Directors 7 4 57% 3 43%

Executive Committee 10 7 70% 3 30%

Executive Committee minus one 80 43 54% 37 46%

Other employees 2,645 1,286 49% 1,359 51%

Total 2,742 1,340 49% 1,402 51%

Christen Roberts

Director, Progressive Houston

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Leadership development and

talent management

To improve leadership development

and talent management we continue

to invest in our leadership population

and FY24 saw the introduction of three

keyprogrammes:

– C-Suite programme in partnership

with Deloitte to further enhance ways

of working as ‘one team’ to deliver

extraordinary group results;

– Top 40 in partnership with Deloitte

to improve organisational health and

succession planning for our most

senior sales roles; and

– Top 100 in partnership with St Gallen

to improve individual capability

and transferable skills leading to

succession planning for our senior

corefunctionroles.

The programmes targeted key activity

where we want our leaders of the

future to excel. This included growth

and strategic sales, customer centricity,

leading in a digital world as well as

wellbeing, inclusion and resilience. Each

part of the programme is sponsored by an

ExCo member. They informed the content

to make it specific to SThree and they

also took part in each masterclass. The

programmes will evolve over the coming

years. Together, they will build a pipeline

of succession across our C-Suite and

our critical senior sales and core function

roles. Our talent management process

continues to be the nine-box matrix with

more of a focus on talent movement

and robust personal development plans

that will stretch and further develop core

skills. In FY25, we will also introduce a

new leadership index measurement to

baseline leadership performance including

our new behavioural framework that will

further develop capability and improve

organisational performance.

Empowering employees’ careers

In FY24, we strengthened our approach

to performance management and

professional development for all

employees. This included a number

of improved developments across

ouroffering:

– For sales colleagues we introduced

and piloted a new sales performance

management tool and process

which ensures every employee

has a clear understanding of our

expectations, their performance

standards, objectives and areas of

personaldevelopment.

Strategic progress

People continued

– We have been working with Thomas

Assessment International to define

an ideal job profile based on

correlation between performance

and psychometric testing data. We

have established an ideal consultant

profile composed of personality and

behavioural traits that we can use

to benchmark our sales candidates

against. We have been piloting this

since June 2024 in four countries and

early results confirm that our ideal job

profile generates more revenue and

stays longer at SThree. In FY25, we are

extending the pilot to all our countries

and hoping to see a direct impact on

new starters retention and productivity.

– We invested in the development of

our sales blueprint and award-winning

Elements onboarding programme

to ensure every employee receives

a strong introduction, training and

skills development when joining the

business or being promoted into

new roles. In FY24, 23,694 hours of

onboarding training were delivered,

with a focus on ten core recruitment

skills and conversational AI-generated

assessments. The programme has

been piloted in the second part of

the year in some countries with great

feedback from both new starters and

theirmanagers.

– Our core function team are critical to

the success of the business, so it is

crucial they are well supported and feel

confident they can enjoy successful

careers at SThree. We therefore

introduced a Personal Development

Planning (PDP) programme where

people in our core function can take

learning modules and have one-to-one

career conversations with managers

to ensure they understand the

opportunities for career development

and progression available here and

have the skills to pursue their goals.

We will be starting FY25 by continuing

the roll-out of these initiatives globally,

ensuring that by the second part of the

year, all regions are hiring, onboarding

and managing performance in an efficient

and consistent way. We believe these

should impact positively our retention

and productivity for our most junior sales

colleagues from H2 FY25.

Values roll-out to deliver a

high-performance culture

Having developed and introduced our

values to our people in autumn FY23,

we raised awareness of them through

employee and leadership workshops in

the first half of this year. H2 focused on

deepening that understanding with the

roll-out of a new behavioural framework.

These behavioural measures will help

everyone become familiar with our values

and guide their decision making.

Hybrid working

Alongside regional approaches relevant

to local culture and legislation, we are

adopting some global principles to hybrid

working. Sales teams in every region

now come into the office three days a

week. This fosters collaboration and the

team contact is particularly important for

the skills development of new-hires and

driving a high performance culture.

We have a comprehensive

change management

programme which

encompasses

communications, training

and support to ensure

that successful adoption

and embedding of

the solution to enable

benefitsrealisation.

Robert Drummond

Strategic Change Director

Initiatives and immediate

priorities for FY25

We have a packed agenda for

the year ahead. We aim to further

embed the behavioural framework

to underpin our values and continue

to run leadership programmes to

develop current and future leaders.

We will introduce a new leadership

index measurement to baseline

leadership performance. Progress

in the Technology Improvement

Programme will allow us to launch

new talent acquisition tools, a new

HCM and use data insights to support

a high-performance culture.

This year we started building this best

practice into our processes. Working with

the Technology Improvement Programme

team, we are designing the new CRM

system to offer our consultants prompts

on optimal actions depending on where

they are in a sale.

The new CRM means the full potential

of the Group’s resources, and our global

network of candidates, is now available

to all our consultants. Combined with a

drive to build deeper relationships with

large clients, so we can meet more of

their needs, the new focus is paying off.

Our top 20 clients business grew by 8%

last year against general client turnover

declining by 8% on a like-for-like basis.

Encouraging people into STEM

We continue to build STEM talent

communities with workshops and

events,and we run outreach programmes

to schools to raise awareness of STEM

career opportunities. One example is

our partnership with Bridge of Hope,

atalent pool of 75,000, hard-to-reach,

diverse candidates we now consider

for both internal and client recruitment

alongwithour more traditional sources.

Plans for FY25

We aim to launch the endorsement

strategy and we will continue to

input into the design of the improved

CRM as the new Sales Excellence

programme is rolled out.

House of Brands portfolio

We continued to refine our House

of Brands positioning, defining each

company brand as a sector or skills

specialist. We have been developing an

endorsement strategy to create a closer

link between our House of Brands and

the corporate SThree umbrella brand. The

combination of sector and skill specialism

with the quality, scale and resources

SThree is known for, is a compelling

offerfor clients and candidates alike.

Sales Excellence programme

We want it to be easy for clients and

candidates to deal with us. Last year,

werefreshed our global standards on

howweserve clients.

Everything we do is dedicated to better meeting the

needs of clients, so we continue to be recognised as

the place to come for STEM talent.

Strategic progress

Position

The new CRM’s sales

best practice prompts

reduce the management

time spent guiding less

experienced members of

the team. More manager

attention can be devoted

to considering data

protection, intellectual

property and ensuring the

system doesn’t exhibit bias.

Jelte Hacquebord

Chief Commercial Officer

Laser-focused

on customers

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Chief Financial Officer’s statement

Andrew Beach

Performance

in line whilst

challenging

conditions

persist

In FY24, the Group was impacted

by increased political and macro-

economic uncertainty, particularly in

Europe, further delaying businesses’

investment plans and the anticipated

easing of market conditions. The

Group’s net fees performance, down

9% YoY on a like-for-like basis, was

therefore significantly impacted by

the continued weak new business

activity, partially offset by robust

contract extensions.

Income statement

On a reported basis revenue for the year

was down 10%

and amounted to £1.5 billion

(FY23: £1.7 billion) while net fees declined by

12% to £369.1 million (FY23 £418.8 million).

The weakening of our two main trading

currencies, the US Dollar and the Euro,

against Sterling during the year, decreased

the total net fees by £9.5 million. Therefore,

when presented on a constant currency

basis, the net fees decreased by 9% YoY.

Net fees in our Contract business, which

represented 84% of the Group net fees

for the current year (FY23: 84%), declined

by 7%, driven by the ongoing softness

in new business but partially offset by

continued strong contract extensions.

Across our core regions, Netherlands

(including Spain) saw a decline of 2%

in Contract net fee income, driven by

Engineering, down 3% YoY. In the US,

Contract net fees, which now account

for over 90% of the region total net fees,

were down 11% YoY primarily due to its

exposure to Life Sciences, while DACH

was down 6%, reflecting softer demand

for Technology skills. Rest of Europe’s

Contract performance was down 11%

YoY. Middle East & Asia was down 15%.

Skills-wise, Engineering was flat YoY, with

Life Sciences down 16% and Technology

down 7%, reflecting global market

conditions. The Group Contract net fee

margin, calculated as Contract net fees

as a percentage of Contract revenue

remained flat YoY at 21.7% (FY23: 21.7%).

The contractor order book

closed

at £161.3 million, down 10% YoY, and

accounts for approximately four months’

worth of net fees, providing us with good

Operating profit conversion ratio reflects

the decline in net fees across key markets,

as well as the impact of additional

licensing costs as the Technology

Improvement Programme continued

to roll out this year, offset by prudent

management of discretionary costs. The

net currency movements versus Sterling

were unfavourable to the operating profit,

reducing it by £3.0 million. Fluctuations

in foreign currency exchange rates are

expected to remain a material sensitivity

to the Group’s reported results. By way of

illustration, each 1% movement in annual

exchange rates of the Euro and US Dollar

against Sterling impacts the Group’s

operating profit by £0.8 million and

£0.3million respectively per annum.

Net finance income

The Group received net finance income

of £1.4 million (FY23: £1.6 million) which

included interest income of £2.9 million

(FY23: £2.2 million), earned on the

Group’s bank deposits, partially offset

by the interest charge on lease liabilities,

£1.4million (FY23: £0.6 million).

Income tax

The total tax charge for the year on

the Group’s profit before tax was £19.9

million (FY23: £21.9 million), representing

a full-year effective tax rate (ETR) of

26.5% (FY23: 28.1%). The YoY decrease

in the Group’s ETR is primarily driven by

the release of an uncertain tax provision

following settlement of the state aid case

heard at the European Court of Justice.

The Group ETR can also vary YoY due to

the mix of taxable profits by territory, non-

deductibility of the accounting charge for

LTIPs and other one-off tax items.

forward visibility into FY25. Under the

contractor model, net fees are earned

on a month-by-month basis, with the

contractor order book reflecting the

value of net fees under contract but yet

to be recognised. During softer market

conditions, this provides resilience with

visibility over the recurring-like nature

of monthly contract fees as contracts

run their course (contract ‘finishers’). In

a market recovery context, the Board

would expect the contractor order book

to gradually increase as and when new

placements outpace finishers over a

sustained period through the year.

Permanent net fee income was down

18% reflecting market conditions across

most regions, together with our targeted

investment towards Contract. Our largest

Permanent region, DACH, reported

a decline of 28%. Rest of Europe was

also down 41%, and USA down 24%.

Netherlands (including Spain) declined

5% YoY. Meanwhile our second largest

Permanent region, Middle East & Asia,

delivered a strong performance with

growth of 14%. Permanent average fees

increased by 9% YoY in the year, with

average permanent fee margin (net fees

as a percentage of salary) now at 27.2%

(FY23: 27.1%).

Operating expenses decreased by 12%

YoY on a reported basis, amounting to

£302.9 million (FY23: £342.4 million)

due to careful management of costs.

Overall, the reported operating profit was

£66.2 million (FY23: £76.4 million), down

9% YoY in constant currency, while the

Group operating profit conversion ratio

remained stable at 17.9% (FY23: 18.2%).

Operating profit

2023: £76m

£66m

Net fees

2023: £419m

£369m

1. Unless specifically stated, all growth rates in revenue and net fees are expressed in constant currency.

2. The Group has identified and defined certain alternative performance measures (APMs). These are the key measures the Directors use to assess the SThree’s

underlying operational and financial performance. The APMs are fully explained and reconciled to IFRS line items in note 26 to the consolidated financial statements.

3. The contractor order book represents value of net fees until contractual end dates, assuming all contractual hours are worked.

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FY24 Group performance highlights:

Continuing operations

Variance

FY24 FY23 Reported Like-for-like

Revenue (£ million) 1,492.9 1,663.2 -10% -8%

Net fees (£ million) 369.1 418.8 -12% -9%

Operating profit (£ million) 66.2 76.4 -13% -9%

Operating profit conversion ratio 17.9% 18.2% -0.3% pts +0.1% pts

Profit before tax (£ million) 67.6 77.9 -13% -9%

Basic earnings per share (pence) 37.4 42.4 -12% -8%

Proposed final dividend per share (pence) 9.2 11.6 -21% -21%

Total dividend (interim and final) per share (pence) 14.3 16.6 -14% -14%

Net cash (£ million)

69.7 83.2 -16% -16%

4. Variance compares reported results on a constant currency basis, whereby the prior year foreign exchange rates are applied to current and prior financial year results to remove the

impact of exchange rate fluctuations.

5. Net cash represents cash and cash equivalents less bank borrowings and bank overdrafts and excluding leases.

Overall, the reported profit before tax was

£67.6 million, down 9% YoY in constant

currency and down 13% on a reported

basis (FY23: £77.9 million).

The reported profit after tax was

£49.7million, down 7% YoY in constant

currency and down 11% on a reported

basis (FY23:£56.1 million).

Earnings per share (EPS)

The EPS was 37.4 pence (FY23: 42.4

pence). The YoY movement is attributable

to the overall resilient trading performance

in difficult market conditions, combined

with lower average headcount, tight cost

control and net interest income, partially

offset by an increase of 0.7 million in the

weighted average number of shares.

The diluted EPS was 37.1 pence (FY23:

41.5 pence). Share dilution mainly results

from various share options in place and

expected future settlement of vested

tracker shares. The dilutive effect on EPS

from tracker shares will vary in future

periods, depending on the profitability of

the underlying tracker businesses and the

settlement of vested arrangements.

Dividends

The Board monitors the appropriate level

of dividend, considering achieved and

expected trading of the Group, together

with its balance sheet position. The

Board aims to offer shareholders long-

term ordinary dividend growth within a

targeted dividend cover

range of 2.5x to

3.0x through the cycle.

The recoverable amounts of the

Company’s investments in non-UK

subsidiaries provided sufficient headroom

to not trigger impairment.

In the prior year, an impairment loss

of £0.1 million was recognised by the

Company in relation to two discontinued

businesses, Luxembourg and Canada.

Tracker shares

In FY24, the Group settled certain vested

tracker shares for a total consideration

of £4.8 million (FY23: £4.5 million) which

was determined using a formula set out in

the Articles of Association underpinning

the tracker share businesses. The

consideration was settled in SThree plc

shares; 508,396 (FY23: 320,457) new

shares were issued and 776,000 (FY23:

928,483) of shares held by the EBT were

utilised. The arrangement is deemed to be

an equity-settled share-based payment

arrangement under IFRS 2 Share-based

payments. There was no charge to the

income statement as initially the tracker

shareholders subscribed to the tracker

shares at their fair value.

All current tracker share businesses

remaining in existence will continue to

be reviewed for settlement based on

the pre-agreed criteria each year, until

the full closure of the scheme in the

next few years. As at the year end, the

valuation of the outstanding shareholdings

was approximately £2.1 million. These

settlements may either dilute the earnings of

SThree plc’s existing ordinary shareholders if

funded by a new issue of shares or result in

a cash outflow if funded via treasury shares

or shares held in the EBT.

Liquidity management

In FY24, cash generated from operations

was £59.8 million (FY23: restated £86.9

million, see note 1 to the consolidated

financial statements for details). The

decrease was primarily driven by lower

profit before tax and a significant increase

in working capital as the rate of new

placement activity slowed, partially offset

by robust Contract extensions. Income

tax paid increased to £23.0 million

(FY23:£19.5 million).

Capital expenditure increased to £13.2

million (FY23: £8.2 million), due to the

Group-wide TIP and related IT hardware

costs. The capital expenditure also included

costs of leasehold improvements and fitting

out certain parts of our office portfolio.

In FY24, it resulted in a temporary increase

in DSO to 55 days (FY23: 46 days), but we

expect to continue to return to a more

normalised cash flow profile over the

coming months.

Overall, our business model remains

highly cash generative, and we have

no undue concentration of repayment

obligations in respect of trade payables

orborrowings.

Investments in subsidiaries

The subsidiary undertakings principally

affecting the profits and net assets of

the Group are listed in note 25 to the

Consolidated Financial Statements.

During the year, the Directors reviewed

the recoverable amount of the Company’s

own portfolio of investments. Due

to the prolonged challenging market

conditions, in December 2024 the

Group announced a downgrade to the

forecast trading outlook for the Group.

As a result, an impairment loss of £46.5

million was recognised in respect of the

UK operations. In FY24, both Permanent

and Contract divisions across all sectors

experienced reduced margins impacting

the profitability of the UK region. After

booking this impairment, the Company’s

distributable retained earnings were £44.4

million (FY23: £118.4 million).

For all the other Company’s investments

in trading subsidiaries, despite the latest

trading forecasts having been revised

downwards compared to expectations,

their impact was absorbed by significant

headroom in the recoverable amounts

which had accumulated in prior years.

The Group also maintains a £30.0 million

accordion facility as well as a substantial

working capital position reflecting net

cash due to SThree for placements

already undertaken.

At the end of the current financial year,

the Group had not drawn down any of the

credit facilities (FY23: £nil).

On 30 November 2024, the Group had

total accessible liquidity of £124.7 million,

made up of £69.7 million in net cash (FY23:

£83.2 million), the £50.0 million RCF and a

£5.0 million overdraft facility (of which only

£0.1 million was drawn at the year end).

Capital allocation

SThree remains disciplined in its approach

to allocating capital, with the core objective

at all times being to maximise shareholder

value. The Group’s capital allocation policy

is reviewed periodically by the Board and

was refreshed at the start of FY24:

– Balance sheet – our intention is to

maintain a strong balance sheet at all

times to provide operational flexibility

throughout the business cycle.

– Dividend – we aim to pay a sustainable

dividend, with a commitment to a

through-the-cycle dividend cover

range of 2.5x to 3.0x of EPS.

– Deployment of capital prioritised in

theorder of:

1. Organic growth: investing in our

people and ensuring sufficient

working capital on hand to fund

growth in the contractor order

book while developing new

businessopportunities.

2. Business improvement: digitalising

our business, putting in place

the technology and tools that

are key to driving both scale and

highermargins.

3. Acquisitions: strict inorganic

growth discipline, with a focus

on complementary and value

enhancing acquisitions.

4. Capital return to shareholders:

after all organic and inorganic

opportunities within an appropriate,

time horizon have been assessed,

further cash returns to shareholders

may be considered.

Andrew Beach

Chief Financial Officer

27 January 2025

The Board has proposed to pay a final

dividend of 9.2 pence (FY23: 11.6 pence)

per share, which together with the interim

dividend of 5.1 pence (FY23: 5.0 pence)

per share, will give the total dividend of

14.3 pence (FY23: 16.6 pence) per share

for FY24.

The final dividend, which amounts to

approximately £12.2 million, will be

subject to shareholder approval at the

2025 Annual General Meeting. It will be

paid on 6 June 2025 to shareholders on

the register on 9 May 2025.

Balance sheet

Total Group net assets increased to £248.6

million (FY23: £222.9 million), driven by

the excess of net profit over the dividend

payments and £5.1 million increase in

intangible assets attributable to development

costs capitalised under the TIP, partially

offset by cost of shares purchased by the

Employee Benefit Trust (EBT).

Net working capital, including contract

assets, increased by £21.7 million on the

prior year, driven by increased days sales

outstanding (DSO) partially offset by the

slowdown in trading, including reduced

contractor order book. The year-end net

cash position of £69.7 million was robust;

the YoY decline reflected the timing of

certain client payments related to a small

number of clients. As we roll out TIP in

each new market, there is a short-term

impact as clients get used to a new billing

process. It has created a little volatility as

we roll out each market, but what we see

is that it returns towards more normalised

levels over a period of months.

The Group paid £14.4 million in rent

(principal and interest portion) (FY23:

£14.9million). The Group spent £10.0

million (FY23: £10.0 million) for the

purchase of its own shares to satisfy

employee share incentive schemes. Cash

inflows of £0.5 million (FY23: £0.3 million)

were generated from the Save-As-You-

Earn employee scheme.

Dividend payments were £15.9 million

comprising primarily the final dividend paid

in June 2024. This is significantly lower

as compared to FY23, when in total £21.0

million in funds were transferred to the share

administrator for settlement of the FY23

interim dividend and the FY22 final dividend.

£21.0 million in funds transferred for the

settlement of dividends in FY23 is a restated

amount, reduced by £6.4 million. During the

year, the Directors identified a presentation

error of the FY22 interim dividend in the

FY23 Consolidated Statement of Cash

Flows. £6.4 million worth of funds, required

for the settlement of the FY22 interim

dividend, were transferred to a share

administrator before 30 November 2022;

this was recorded as a dividend prepayment

within trade and other receivables and

as an operating cash outflow in FY22.

Subsequently, it was determined that

£6.4 million accounted for as a dividend

prepayment and operating cash outflow in

FY22 should have been presented within

financing activities in the FY22 Consolidated

Statement of Cash Flows, in a separate line

item ‘Prepayment of dividend’, to reflect

appropriately the nature of this cash outflow.

Accordingly, this £6.4 million would not have

impacted the FY23 Consolidated Statement

of Cash Flows. For further information,

please see note 1 to theConsolidated

FinancialStatements.

Foreign exchange had a negative impact

of only £0.1 million (FY23: positive impact

£2.1million).

Overall, the net cash has declined to

£69.7 million in FY24 versus the prior year

balance of £83.2 million, driven primarily

by reduced EBITDA and increased

investments in technology.

Accessible funding

The Group’s capital allocation priorities

are financed mainly by retained earnings,

cash generated from operations, and a

£50.0 million RCF. This has remained

undrawn during the year, but any funds

borrowed under the RCF would bear

a minimum annual interest rate of 1.2%

above the benchmark Sterling Overnight

Index Average.

Chief Financial Officer’s statement continued

6. Notes 11 and 19 to the financial statements provide further details about the Group-wide tracker share arrangements.

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FY24 FY23

88% 88% Germany

7% 7% Switzerland

5% 5% Austria

FY24 FY23

54% 51% Independent contractors

24% 21% ECM

22% 28% Permanent

FY24 FY23

67% 68% Technology

13% 13% Life Sciences

18% 17% Engineering

2% 2% Other

FY24 FY24 FY24

FY23 FY23 FY23

Business review

Regions

DACH

Impact of global megatrends

New working models are making a

definite impact. In contrast to Permanent,

we continue to see growth in clients’

demand for independent contractors

(IC) and our Employee Contractor

Model (ECM) solution, both of which

remained strategically important in FY24

and are reflected in our investments.

Demographic changes and the pandemic

have accelerated the urgency for

business transformation. All industries

are digitalising which means that AI, data

security and cloud are becoming more

and more important. We grew our global

Energy team in response to increased

client investment in decarbonisation.

FY24 performance highlights

Market conditions were tight in Germany

but we outperformed our larger

competitors by focusing more on IC and

ECM, investing in the right teams and

industries, and having a more focused

client approach that allowed us to scale

the relatively buoyant Public Sector,

Defence and Energy sectors.

DACH region saw net fees decline by

12% YoY, with Contract down 6% and

Permanent down 28%. Germany, our

largest country in the region (88% of

DACH net fees), saw Contract down

6%, with overall net fees down 12%,

predominantly reflecting lower levels

of demand for Technology skills (down

13%). In addition, new business activity

and trading in Germany were affected by

the fragile state of the German coalition

government in Q4 FY24. The recruitment

sector in Germany is highly cyclical and

sensitive to business sentiment and

geo-political tensions. Switzerland saw

net fees decline 7% YoY driven by Life

Sciences down 26%, though we did see

strong growth in Engineering, up 42% YoY.

Austria net fees declined 18% YoY.

Our people

We are focused on how we improve

attraction, productivity and retention

so employees generate profit sooner

after joining SThree. To develop our

consultants’ specialist expertise we

arrange networking and educational

events dedicated to a particular sector or

skill where our teams have the opportunity

to hear and meet experts. One of these

get-togethers, for example, focused

on how pharmaceutical companies are

adapting to utilise AI. We also have a

candidate-led team based in Germany

whose task is to build up candidate

communities by sector or skillset.

We run social media campaigns

developed by our marketing department

which build candidate communities

online as well as encourage our people

to recommend friends as potential

candidates and consultants. Physical

presence in market is still important so we

attend sector job fairs that have a focus

on STEM talent.

Our team development programmes have

been building essential skills, like stress

resistance and professional sales and

communications, with the expertise of

leading institutions including Kienbaum

and the University of St. Gallen. As we

adopt the new ways of working made

possible by the Technology Improvement

Programme we are giving our teams

training in Sales Excellence and applying

the SThree blueprint.

Reasons for confidence

Demographic changes and the war for

STEM talent will only increase as all

sectors transform their business models

and move towards more automation

through digitalisation. People with STEM

skills are providing the answers to many

of the risks the world is facing. For as long

as that is the case, there should be strong

demand for our services.

FY24 Performance Highlights

FY23

Variance

FY24 Reported Like-for-like

Revenue (£ million) 456 525 -13% -11%

Net fees (£ million) 127 149 -14% -12%

Average total headcount (FTE) 811 877 -8% n/a

1. Variance compares FY24 against FY23 on a constant currency basis, whereby the prior year foreign exchange rates are

applied to current and prior financial year results to remove the impact of exchange rate fluctuations.

2. Primarily Banking & Finance, Procurement & Supply Chain and Sales & Marketing.

A more focused client

approach that allowed

us to scale the relatively

buoyant Public

Sector, Defence and

Energysectors.

Christophe Zwaenepoel

Managing Director – DACH

Group net fees

35%

Net fees mix by country Net fees mix by service Net fees mix by skills

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FY24 FY23

11% 13% Independent contractors

79% 75% ECM

10% 12% Permanent

FY24 FY23

13% 16% Technology

35% 38% Life Sciences

48% 41% Engineering

4% 5% Other

There is no stronger

economy than the USA

and the country has all

the characteristics that

reward our business

model: world leading

STEM employers with high

demand for talent, and a

flexible workforce willing

to change jobs.

Matt McManus

Managing Director – USA

FY24 Performance Highlights

Variance

FY24 FY23 Reported Like-for-like

Revenue (£ million) 299 328 -9% -6%

Net fees (£ million) 82 96 -15% -12%

Average total headcount (FTE) 411 473 -13% n/a

1. Variance compares FY24 against FY23 on a constant currency basis, whereby the prior year foreign exchange rates are

applied to current and prior financial year results to remove the impact of exchange rate fluctuations.

2. Primarily Banking & Finance, Procurement & Supply Chain and Sales & Marketing.

Group net fees

22%

Impact of global megatrends

Demographics in the US has a much more

future-proof profile than that of most

developed countries. As boomers retire,

solid birth rates and skilled immigration

make up the shortfall.

Compared to previous years, adoption of

new working models has reversed. After a

surge in home office roles, their share has

been steadily declining. On Permanent,

for example, home office share fell from

30% at the start of the year to just 16%.

Now that jobs and candidates need to

be in the same economic zone again, we

reshaped our sales territories to create

local candidate networks.

Most clients have clear aims for

decarbonisation and utilities have laid

out ambitious paths to net zero, often

by 2040. In Texas and New Mexico, for

example, oil companies have invested into

major renewable projects, making use

of the state’s favourable geography. This

should lead to demand for talent across

the whole value chain.

Over the course of FY24, we saw a

slow but steady recovery in demand

for digitalisation. In the medium term,

this sector is set to grow by low double

digits each year. With code being

written by AI, and testing cycles being

shortened, contract durations on software

development have changed, but this

remains a dynamic and attractive market

segment. We have unified our brand

model and simplified our Tech offering

tocapture this growth.

FY24 performance highlights

Overall, the US net fees declined by

12% YoY with trading partly reflecting

uncertainty throughout the year relating

to the US election at the end of Q4.

At the skill level, the decline was led

by Life Sciences where an abundance

of roles during the pandemic has led

to a subsequent decline in demand.

Engineering delivered a solid performance

with 5% growth YoY driven by both

Contract and Permanent. Contract

net fees, which now account for 90%

of the region’s net fees, were down

11%, impacted by declines in Life

Sciences andTechnology. Permanent

net fees declined 24% YoY, due to poor

performance in LifeSciences.

Our people

We work hard to make sure we

remain an attractive employer. That

means investing in our offices to

make them inspiring places and

great learning environments. We also

invest in our people’s development,

with a range of programmes from

mandatory anti-harassment training

toexecutivecoaching.

Our local network approach makes

sure we are more than just a company

that finds projects and takes care of

the paperwork and payroll. We develop

candidate communities, including groups

for everyone at a particular client site. In

this way, we become trusted long-term

partners, closely attentive and responsive

to each candidate’s individual aspirations.

Reasons for confidence

There is no stronger economy than

the USA and the country has all the

characteristics that reward our business

model: world leading STEM employers

with a high demand for talent, and a

flexible workforce willing to change jobs.

The US president election outcome is

widely expected to lead to a reduction in

corporation tax and the general market

expectation is that the new administration

will boost business confidence. Within

a month of the election result, the new

STEM jobs advertised figure has risen

to its highest level in 19 months. We

are in the right markets, such as Energy

sector, and we are already serving great

customers with highly skilled individuals.

Some of our largest clients have highly

inelastic demand, shielding us from any

overall decline, whilst we have a great

portfolio of clients to capture resurging

demand. Now we are supported by

probably the best platform in the industry,

we are highly confident in the long-term

demand for our services.

Net fees mix by service Net fees mix by skills

Business review

Regions continued

USA

FY24 FY24

FY23 FY23

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FY24 FY23

90% 94% Netherlands

10% 6% Spain

FY24 FY23

54% 55% Independent contractors

39% 38% ECM

7% 7% Permanent

FY24 FY23

52% 50% Technology

5% 5% Life Sciences

35% 36% Engineering

8% 9% Other

FY24 FY24 FY24

FY23

FY23 FY23

Despite the economic

challenges, there were still

opportunities for growth,

particularly in sectors

undergoing transitions,

such as Energy, Healthcare,

and Construction.

Business review

Regions continued

Margot van Soest

Managing Director – Netherlands & Spain

Group net fees

21%

Impact of global megatrends

The Netherlands is among the most

digitally advanced countries globally,

with increasing online activities for

work, shopping, and social interactions.

Digital systems are now central to Dutch

society, offering numerous opportunities

for growth but also posing risks across

industries. Generational shifts will become

a major driver behind change, but we

don’t see them, or the implementation

of new working models, impacting in the

short term. The most significant effects of

megatrends are anticipated in Research-

led Healthcare and the Decarbonisation of

the energy industry. However, economic

uncertainties, as well as high energy,

material and labour costs, have delayed

projects and budget releases.

FY24 performance highlights

The region saw net fees decline by

2% YoY, with Contract down 2% and

Permanent down 5%. The Netherlands,

our largest country in the region

(90% of net fees), delivered a resilient

performance despite an ongoing

challenging macro environment resulting

in a drop in new hiring demand. Overall

net fees generated in the Netherlands

were down 6%, with Contract down 6%

and Permanent down5%.

From a sector perspective, Technology in

the region was flat, Engineering was down

4% and Life Sciences was down 5%.

Spain had another impressive year, with

net fee growth of 52% driven primarily

byTechnology.

Our people

We offer a range of employee

development programmes for people at

every stage of their careers at SThree. At

the outset, we use assessments to ensure

we hire candidates likely to succeed and

enjoy their roles. Our revised onboarding

programme includes thought leadership

to equip new starters for their assigned

markets. We created Empower, quarterly

community meet-ups with mentoring

and role modelling from senior staff, for

employees with 6–18 months of tenure.

These facilitate sharing best practice

and the recapping of training content.

Employees with over 24 months of tenure

receive a tailored training run through

our Client Academy which focuses

on developing negotiation skills and

building client relationships. Our Manager

Bootcamp course helps new managers

understand their roles and responsibilities

and provides them with essential tools

and peer-to-peer learning across

brands. Lastly, the Deloitte leadership

programme and Kienbaum assessments

develop our senior leaders and our most

seniordirectors.

Reasons for confidence

In our region, we foresee increased

demand for STEM services. With our

renewed Tech proposition and targeted

client model, we aim to boost our Tech

brands/division. Energy production in the

region includes solid fuels, natural gas,

crude oil, nuclear and renewables (hydro,

wind and solar). The Netherlands will

balance its mix with more investments

in Renewables and Nuclear energy,

shifting from natural gas (currently 53%)

to Blue and Grey Hydrogen. In Spain,

high demand exists in the chemical

industry (Cepsa, Repsol, Acciona) and

renewables(Iberdrola).

Dutch Life Sciences Trend Analysis for

2024 shows the market is slowly picking

up. The industry is predicted to grow over

the next few years, driven by venture

capital and increasing demand in the

dedicated Life Sciences space. Although

projects from J&J, MSD and Bristol Myers

Squibb are on hold, we have indications

that Q4 FY25 will bring an increase

indemand.

A continuing trend shows that blue-chip

clients, particularly in Energy and Life

Sciences, are managed via the specialised

services models, including MSP (managed

service provider) where we have focus

and strength.

Netherlands

& Spain

FY24 Performance Highlights

Variance

FY24 FY23 Reported Like-for-like

Revenue (£ million) 344 368 -7% -4%

Net fees (£ million) 79 82 -4% -2%

Average total headcount (FTE) 411 422 -3% n/a

1. Variance compares FY24 against FY23 on a constant currency basis, whereby the prior year foreign exchange rates are

applied to current and prior financial year results to remove the impact of exchange rate fluctuations.

2. Primarily Banking & Finance, Procurement & Supply Chain and Sales & Marketing.

Net fees mix by country Net fees mix by service Net fees mix by skills

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FY24 FY23

63% 64% The UK

17% 15% France

20% 18% Belgium

– 3% Other – discounted ops

FY24 FY23

68% 66% Independent contractors

29% 29% ECM

3% 5% Permanent

FY24 FY23

58% 56% Technology

17% 17% Life Sciences

16% 14% Engineering

9% 13% Other

FY24 FY24 FY24

FY23 FY23 FY23

We are optimistic that

AI, atransformative

technology, has high

potential to drive growth

through enhanced

productivity and creation

ofinnovative products

across various industries.

AI is also becoming a

strategic imperative for

SThree’s competitiveness

and its future growth.

Business review

Regions continued

Rakesh Patel

Managing Director – UK, France & Belgium

Group net fees

17%

Impact of global megatrends

The RoE region benefits from a large

concentration of technological firms

leading on artificial intelligence (AI) and

generative AI (GenAI) transformation,

as a means to boost economic growth

over the next decade. AI implementation

will lead to the enhanced productivity

through cost reductions and development

of new products, which will in turn affect

investment strategies creating new

tasks and occupations. New technology

investment strategies are also on the

rise in the French financial sector,

mainly in response to the growth in the

digitally-savvy consumers. France’s

banking industry is transforming, merging

traditional banking practices with agile

digital solutions. Sustainability issues

also create a unique opportunity for us

to play a crucial role in helping clients

make meaningful progress towards

net zero transition. In Belgium, we see

the increased local policy support –

government subsidies and tax reliefs

– for investment in green technologies.

In response, Belgian businesses are

stepping up investment with clearly

outlined financial benefits and raised

‘green’targets.

Through provision of its recruitment and

technical services, our RoE region helps

clients to bridge their STEM skill gaps and

position them at the forefront of these

technological advancements.

FY24 performance highlights

Each of the above trends represents

profitable business lines for the RoE

region. However, in the short term,

given the persistent market uncertainty,

business confidence remains subdued

causing many large projects to be put

on hold. In FY24, the new deal activity

in RoE declined materially, partially

offset by strong current order book

momentum. This had a significant impact

on the average placement volumes per

consultant. The total net fees for the

region were 12% down YoY.

The UK, the largest country in the region,

saw net fees decline 14%, with growth

in Engineering, up 4% YoY, outweighed

by declines in Life Sciences, down 22%,

and Technology, down 10%. France and

Belgium traded broadly in line with the

prior year, with net fees flat and down

1%respectively.

Our people

The RoE’s goal is to enhance its people’s

careers and potential to drive SThree’s

ongoing success. To drive higher

productivity and improve employee

retention, the region rolled out training

and upskilling for sales leaders and

an onboarding programme for new

consultants. The onboarding was

accompanied by the roll-out of a new

career mapping tool.

This helps guide our consultants in how to

identify their strengths and weaknesses,

set achievable goals and build their career

paths. To ensure a successful completion

of the Group-wide digital transformation,

we continued to build our people’s digital

and cognitive skills which they need to

interact with the new advanced systems.

Finally, to future-proof the careers of our

people in core functions, we launched

a pilot mentoring programme in the UK,

connecting individuals with experienced

mentors in their chosen fields.

Reasons for confidence

Looking ahead, the RoE region will remain

highly customer focused: supported

by the implementation of local client

strategies, we are well prepared to closely

monitor clients’ long-term objectives and

investment priorities.

Once markets and business confidence

recover, we will continue to support our

medium-term profit growth ambitions

via disciplined headcount investment in

markets with the highest potential, and

aligning our consultants along clear skill

verticals. In the UK, we anticipate that the

growth in Technology sector will resume

in FY25, with many opportunities in

GenAI and Health Tech; in France, we will

reinforce our Tech proposition to match

evolving opportunities in the financial

services sector; whilst in Belgium we will

align our proposition to clients’ actions

towards more sustainable operations, all

underpinned by STEM skills.

The benefits from the newly implemented

technology platform are gradually

materialising in the UK and are expected

to bring higher productivity in France and

Belgium from FY25 onwards, building

enhanced and consistent operational

rigour across the region.

Rest of Europe

FY24 Performance Highlights

FY23

Variance

FY24 Reported Like-for-like

Revenue (£ million) 353 400 -12% -11%

Net fees (£ million) 61 71 -13% -12%

Average total headcount (FTE)

441 499 -12% n/a

1. Variance compares FY24 against FY23 on a constant currency basis, whereby the prior year foreign exchange rates are

applied to current and prior financial year results to remove the impact of exchange rate fluctuations.

2. Excludes central headcount located in the UK.

3. Primarily Banking & Finance, Procurement & Supply Chain and Sales & Marketing.

Net fees mix by country Net fees mix by service Net fees mix by skills

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Business review

Regions continued

Middle East & Asia

Impact of global megatrends

Off the five megatrends, digitalisation

has been driving demand for the majority

of our business across both Permanent

and Contract hiring. In Japan, businesses

have been expanding the number of

digital transformation projects particularly

within retail and healthcare sectors.

SThree supports these clients in placing

STEM talent in roles within data analysis,

data engineering, as well as project

management and leadership roles such

asCTO/CIO.

In the Middle East, large scale

transformation of the Gulf Cooperation

Council region is underway as it rapidly

positions itself as a global leader in

digital innovation. These national and

region-wide initiatives have led to a surge

in demand for talent with expertise in

the area of AI, internet of things (IoT),

technology and digital transformation.

Significant investments are being made

in AI and cloud technologies. Saudi

Arabia, to give just one example, recently

announced a US$20 billion investment in

AI as part of its Vision 2030 strategy.

FY24 performance highlights

Overall, FY24 was a good year with

stable, consistent growth for the region,

net fees increased by 4% YoY. On

Permanent we saw our net fees grow by

14% YoY. We secured three top-tier clients

and continue to maintain the split of our

business as 70% retainer focused and

30% contingent focused. On Contract, we

won two top-tier accounts whilst growing

some of our Top 15 accounts.

Japan, which represents 54% of the

region’s net fees, delivered an impressive

performance up 26% YoY, reflecting

growth in both Engineering and

Technology, up 68% and 16% respectively.

Japan’s Contract net fees were up 117%

and Permanent up 20%. UAE saw net fees

decline 11% YoY driven by Engineering.

Our people

Retaining, training and attracting talent

remains our priority and our hybrid work

policy continues to motivate our staff and

provide them with a healthier work-life

balance. We continue to develop our

leaders by providing them with global and

regional training to enhance their skills.

In the Middle East region, we have won

the Great Place to Work award each year

for the last three years.

Reasons for confidence

We ended the year in a strong position

with multiple big projects in the pipeline

for both Permanent and Contract.

In the Middle East region, offering a

40% Permanent and 60% Contract mix

means we are able to provide a fully

comprehensive service to our customers

which is a powerful differentiator as our

competitors are either major on Contract

or Permanent.

On Permanent, we continue to focus on

our Client Development in the markets

and industries we know we are great at,

following the Group’s strategic principle

of ‘knowing where to play, and playing

where we can win’. We have the same

approach with Contract, maintaining our

industry focus on Energy, Technology

and Life Sciences while we continue to

further specialise in niches within these.

Our client and sales strategy remains

clearly defined across our three brands

while we continue to refine our service

offerings to offer end-to-end Recruitment

Process Outsourcing (RPO) and volume

staffingsolutions.

Our strength is our people. As a result,

we have grown the headcount in the

Middle East region, to the largest we

have ever had, with plans to grow

further. An expansion in office space

has also been agreed. We continue to

equip our staff with regular training and

development which enables us to provide

our full service solution to our customers,

enhancing our value for each client and

sustaining our competitive edge.

FY24 Performance Highlights

Variance

FY24 FY23 Reported Like-for-like

Revenue (£ million) 41 43 -4% +3%

Net fees (£ million) 20 21 -6% +4%

Average total headcount (FTE) 202 185 +9% n/a

1. Variance compares FY24 against FY23 on a constant currency basis, whereby the prior year foreign exchange rates are

applied to current and prior financial year results to remove the impact of exchange rate fluctuations.

2. Primarily Banking & Finance, Procurement & Supply Chain and Sales & Marketing.

There is healthy pipeline

going into 2025 for both

Perm and Contract and

we have attracted some

extremely exciting clients

across all industries

in different parts of

theregion.

Hashim Kapadia

Senior Director – MENA

It’s been another record

year for our Japanese

business, up 26% YoY,

delivered by hard work,

consistency and dedication

that our people have

shown to our clients

andcandidates.

Christopher Reilly

Sales Director – Japan

Group net fees

FY24 FY23

54% 45% Japan

46% 50% The UAE

– 5% Other – discounted ops

FY24 FY23

28% 31% Independent contractors

2% 5% ECM

70% 64% Permanent

FY24 FY23

29% 27% Technology

11% 14% Life Sciences

23% 27% Engineering

37% 32% Other

Net fees mix by country Net fees mix by service Net fees mix by skills

FY24 FY24 FY24

FY23 FY23 FY23

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In accordance with the requirements

of Section 172 of the Companies Act

2006 (the Act), the Directors confirm

that during the financial year ended

30 November 2024, they have acted

in a way that they consider, in good

faith, would most likely promote

the success of the Company for

the benefit of its shareholders as a

whole, having regard to the likely

consequences of any decision in the

long term and the broader interests

of other stakeholders as required by

the Act.

Supported by a well-established

corporate governance framework,

the Board’s decisions take the

long-term interests of the Group’s

key stakeholders into account,

including employees, clients and

candidates (which we referred to

as customers), shareholders and

local communities, along with the

impact of our business upon them

and the likely consequences of any

planned actions required to deliver

sustainablegrowth.

The Board maintains close business

relationships and partnerships with

these groups, to keep itself informed

of the material issues relevant to

stakeholders. In addition to the

regular feedback that it receives from

customers and employees, the Board

maintains an open two-way dialogue

with investors to effectively engage

with and communicate our actions to

them. This is integral to the Board’s

strategic decision-making framework

focused on those business priorities

which will position SThree to deliver

shared and sustainable value for

allstakeholders.

For more information in support

of this statement, see Our Board,

pages 105 to 107, and Employee

engagement, page 108.

Why we engage

Our people’s work efforts and

commitment to deliver excellent

customerexperiences are at the

heartofSThree’s ongoingsuccess.

Engaging with our employees and

understanding what is important to

them,what challenges and risks they

face,are essential to the Board’s decision

making. It helps to inform Group-wide

people strategies, and develop better

policy interventions, reward schemes,

local training plans and share best

practice in finding, developing and

retaining talent.

How we engage

Our semi-annual employee surveys and

employee focus groups led by Denise

Collis, the Senior Independent Non-

Executive Director, are the Board’s

key formal engagement mechanisms

withemployees.

Beyond that, the Directors undertake

site visits, leadership and employee-led

forums, regional and global town halls,

roadshows, webinars and other ongoing

interactions via Group intranet, social

media channels and global newsletters.

Additional engagement is via employee

resource groups, which influence policy

and people experience, and internal

community of ambassadors who deliver

internal events aimed at aligning our

colleagues to SThree’s purpose.

Why we engage

Clients and candidates (referred to

as customers) are the focal point of

SThree’sstrategy.

With clear focus on our customers’

evolving needs, we adapt our business

model and strategy, we invest in the

right vertical niches and we improve our

service proposition. Ultimately, this helps

us foster long-term partnerships that

ensure continuity and growth and allow

us to remain the STEM talent provider of

choice in our markets.

How we engage

Operating through a global house

of specialist recruitment brands, our

dedicated account managers engage with

clients via local visits, digital customer

interfaces, videos, webinars and other

social media channels.

We partner with customers via thought

leadership and #STEMSeries virtual

events to help them navigate market

uncertainties, adapt to change,

seize opportunities and optimise

resourceallocation.

We use our expert knowledge and

innovative recruitment processes to

supercharge the careers of highly skilled

people by matching them with dynamic

game-changing organisations.

Our engagement with candidates is

multichannel, through frequent meetings

during a hiring process, followed by

customer satisfaction surveys, as

well as our website, social media

andpublications.

Key interests and concerns in FY24

and our response

Across all regions we continued to embed

and role model our values, placing our

customers at the heart of all our activities,

and drive sales excellence.

Key interests and concerns in FY24

and our response

On average nearly 78%* of our people

shared with us clear feedback on how

they feel about working in SThree, what

we are doing well as their employer and

what they would like us to improve. This

employee feedback led our management

to make the following improvements

inFY24:

– Promoted our Speak Up Line and

uptrained our people in how to

respond with confidence to cases of

serious misconduct.

– Promoted and embedded our Group

values and purpose into our daily

business activities through more

frequent leaders’ town halls, local

events and team briefings.

– Promoted high performance culture

through recognition, clear performance

objectives and frequent feedback that

enables all employees to achieve their

full potential.

– Launched an innovative tool to

support our internal recruitment

processes and delivered innovative

career development tools to our core

functions. (See illustration of key

decisions made by the Board in FY24.)

– Launched the fourth cohort of

Identify, our leadership acceleration

programme, that develops talented

women at SThree and supports their

journey towards leadership roles.

Alongside, we launched a talent

sponsorship programme for alumni of

previous Identify cohorts.

– Rolled out senior leadership

development programmes in

partnership with Deloitte and the

St Gallen Business School.

Following a successful launch in the

US last year, we rolled out the Group-

wide TIP, our foundation for sales

excellence, across three of our most

complex markets: the UK, Germany

and the Netherlands. We applied an

agile approach using our people’s

and customers’ feedback we added

new or improved functionality to

ensure the platform meets customers’

evolvingneeds.

As part of the Global Client Strategy,

launched last year, we worked intensively

to provide best-in-class tools and data-

driven insights, to improve our sales

practices (our ‘SThree Way’ promotes a

customer-centric approach). We elevated

sales excellence by establishing and

following global sales standards, best

practices, and promoting consistency

in sales performance. Our SThree Way

sets the benchmark for how we partner

with our customers, and facilitates

tailored approaches to meet the unique

requirements of our diverse clientele.

We upgraded our external brand

websites, enabling our customers to

find information they need quickly and

efficiently. Our customers can now benefit

from the improved website navigation

and higher security, all accompanied

by the up-to-date information on each

brand proposition. This initiative has led

to consistent customer experience across

our entire House of Brands.

We also shared with our candidates the

findings from the survey, How the STEM

World Works, conducted across 2,500

STEM professionals in our core markets.

The insights helped us to gain deep

understanding of candidates’ attitudes

across Life Sciences, Technology and

Engineering sectors and align our service

proposition to our clients’ strategies to

attract and retain top talent.

Section 172

Statement

Our People Our clients and candidates

* Based on two NPS surveys conducted in FY24.

Stakeholder engagement

Stakeholder engagement (including section 172 statement)

Further reading: for more information on actions and initiatives designed to improve employee value

proposition, see Employee engagement, pages 108 to 113.

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Why we engage

We aim to instil confidence in our

investors and win their long-term support

of our business by providing them with

complete, accurate and transparent

information about our strategy including

sustainability commitments and the

key drivers behind our operational and

financial performance.

How we engage

Our Investor Relations team regularly

engages with key shareholders during

one-to-one consultations and group

meetings with large international

institutions, sections of the UK private

wealth and retail investor community.

Our senior executives hold key events

across the year including: quarterly results

presentations and trading statements,

our Annual General Meeting, investor

briefings and investor conferences.

Shareholder perception studies are

received via the Company’s stockbrokers

and financial advisers.

Key interests and concerns in FY24

and our response

This year our discussions with investors

centred on highlighting the Group’s

performance across business segments

and geographies in protracted challenging

economic conditions, as well as progress

and early evidence of operational

efficiencies achieved to date through the

transformed digital ways of working. (They

were introduced via the sequenced roll-

out of the TIP across the Group.)

In FY24, we received a final extension

of our main £50 million credit facility

from June FY26 to July FY27. This has

reinforced the Group’s ongoing strong

financial position.

The Board recommended a final FY24

dividend of 9.2 pence per share. This

final dividend, together with the interim

dividend of 5.1 pence per share, amounts

to a total dividend for the year of 14.3

pence per share, a decline of 14% on the

FY23 total dividend.

In July, our CEO and CFO held the

third investor briefing on our Employed

Contractor Model (ECM) – a staffing

model within our Contract service

offering. The investors were given an

update on what ECM represents, the

structural growth drivers underpinning

demand, why it is complex and how its

combination with the TIP will unlock the

Group’s scalability, higher profit margins

and value from M&A. Combined with

our focus across STEM skills in strategic

geographies, it is a key differentiator in

themarket.

Why we engage

The communities where we operate

house the talent essential not only to

drive our own business but to deliver

the STEM expertise that solves the

complex challenges our clients face.

Through building strong community

partnerships we grow our business whilst

providing decent work that results in the

economic growth required to empower

thrivingcommunities.

How we engage

The STEM expertise we provide solves

the world’s biggest challenges from

medical advances like the Covid-19

vaccine programme to decarbonisation

which addresses the climate crisis. The

impact of our placements positively

impacts the communities where

weoperate.

We do however see the opportunity to

enhance our positive impact through

addressing employment inequality

whilst bridging the STEM skills gap

which impacts our business and that of

ourclients.

We see an opportunity in providing our

clients with access to the best, diverse

talent on the market and this is the aim our

community outreach work which includes

volunteering, skills sharing, fundraising

and gifts in kind. A detailed breakdown of

how we support local communities can

be found below.

Key interests and concerns in FY24

and our response

In FY24, we continued to evolve our

community outreach work to deliver

positive outcomes for our community

andfor our business. This included:

– Delivering career support to 1,739

people, supporting diverse and often

hard to reach community members

with skills and resources to support

their career progression.

– Our global community partner, Women

Who Code, ceased trading in FY24

which was a disappointing outcome for

their community and our colleagues.

As a result, we commenced a global

community engagement exercise

to improve our understanding

and support to partners to help

organisations sustainability during

theuncertain economy.

In FY24, we worked with 85 community

organisations. Through interactions on

a grassroots level we identified food

poverty as a growing concern in the

locations surrounding our offices. As a

result, we developed a sales incentive that

resulted in colleagues donating 22,844

meals to local families across our global

business. This action was approved and

Further reading:

see Our Local Community

Map online for more

information on delivered

actions and programmes.

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Background and

considerations made

bytheBoard in its

decision-making

Following the Executive

Committee approval of

SuccessFactors as the end-

to-end solution to manage our

people processes, the Digital

People Transformation was

formally launched in FY24.

The Executives approved

this flagship investment in

digital technology to help

us manage our employees

throughout their career with

us, wherever they are located

globally, encompassing

all people processes from

recruiting, onboarding to career

development and performance

reviews. In doing so, it will

provide one source of people

information that is accessible

from anywhere, at any time.

The Board recognises that in

doing so, we will harness the

power of the ongoing digital

transformation across the

Group, to support our growth

ambitions and to drive us

towards fulfilling our vision to

be game-changers in STEM.

The likely consequences

of the decision in the long

term and stakeholder

groups affected

Every employee and line

manager in every region, brand

and core function in SThree will

have access to SuccessFactors,

so that all unnecessary manual

processes can be removed to

allow us to focus on doing what

we do best.

SuccessFactors is expected

to add capacity and velocity

to our people’s processes,

by letting them seamlessly

integrate within their teams and

adhere to global procedures,

methodologies and workflows.

The roll-out of SuccessFactors

will be accompanied by the

creation of new SharePoint

site giving access to many

resources and information

about SThree’s tools.

This strategic shift in business

processes, tools and culture

is expected to help SThree

benefit from our people’s

increased innovation, better

engagement with customers,

enhanced operational efficiency

and our people’s increased

jobsatisfaction.

Background and

considerations made

bytheBoard in its

decision-making

A large part of our strategy is

to create shareholder value

by driving organic growth

through digital transformation,

salespeople transformation

and sales excellence, while

leveraging a programmatic

acquisition strategy. The Board

recognised that significant profit

potential could be unlocked for

SThree through a considered

mergers and acquisitions

(M&A) programme,

accompanied by careful brand

evolution, tactical partnerships

and projects, and refinements

to our internal controls.

In FY24, following market

research on other staffing

companies which had

demonstrated accelerated

growth via a well thought

through acquisition strategy,

the Board approved the launch

of the M&A programme within

SThree with a clear governance

framework and supported by

the expertise of an external

adviser, in order to understand

opportunities to further drive

shareholder value.

The likely consequences

of the decision in the long

term and stakeholder

groupsaffected

The initial step of the

programme is to explore the

market for best partnership

opportunities, targeting

businesses that most closely

match our operational criteria

and can maximise value

creation. The timing of M&A

execution will be aligned to

management capabilities and

our Group-wide transformation

readiness, to ensure

manageable integration

and value addition.

M&A opportunities are

expected to accelerate the

impact of our growth agenda.

The first successfully completed

transaction will serve as a

blueprint to develop a well-

established acquisition and

integration engine within

SThree to enable acceleration

of shareholder value growth in

the long term.

Background and

considerations made

bytheBoard in its

decision-making

The Board reviewed our

current sales talent acquisition

processes and performance

monitoring standards, and

found them to be good but not

ideal in light of the high risk of

headcount churn and market

competition for best talent. To

support our strategic growth at

both global and regional levels,

the Board recognises that we

need a strong organisation built

by talented, committed sales

people, who can be integrated

within our organisation

more effectively, becoming

agile, innovative and faster

in responding to market and

customers’ evolving demands,

thus helping SThree faster

unlock its value.

The Board therefore

approved the Group-wide

salespeople transformation

programme, and delegated

to the leadership team to

design data-driven sales talent

acquisition processes, create

an onboarding path for new

consultants and implement a

new performance management

framework. This will be further

supported by improved

incentive schemes, more

adequate to a sales function.

The likely consequences

of the decision in the long

term and stakeholder

groups affected

The Board understands that

the improved structure of our

sales organisation will drive

higher productivity and improve

retention of our most junior

sales consultants – SThree’s

main source of its future

sales skills.

This programme will comprise

well-defined processes,

tactics and tools to support

the selection and development

of our sales professionals. It

is expected to provide both

our existing sales people

and potential new hires with

a clear strategic vision for

the future, as well as clear

career development and

trainingopportunities.

A standardised approach to

sales talent acquisition across all

regions will unify our salesforce,

will facilitate more global

cooperation, and will bring

alignment in talent management

processes. In the long term, it

will bring more sales stability

which is expected to increase

SThree’s credibility, reputation,

competitiveness and lead to

repeat high-value business from

our clients.

Illustration of key

decisions made by

the Board in FY24

Below we present some of the key

decisions of the Board in FY24. The

Directors confirm that the deliberations

of the Board incorporated appropriate

consideration of the matters detailed in

Section 172 of the Companies Act 2006.

As stewards of the Company, the Board

recognises that having regard to the

needs and expectations of stakeholders

is crucial as it ensures that SThree is

well positioned to deliver long-term

sustainable growth for the benefit of

allitsstakeholders.

Launch of Digital People

Transformation

Supporting our core model

through a considered

M&Aprogramme

Sales people transformation

A significant investment in our technology

to digitalise our people’s processes, living

the values We’re all in and We think big.

Pursuing inorganic growth opportunities,

living the value We think big.

Modernising our sales functions by

looking at the full journey of our most

junior professionals, living the values

We think big and We build partnerships.

We’re all in We think bigWe think big We think bigWe build

partnerships

Stakeholder engagement (including section 172 statement) continued

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32% increase in scope 1

& 2 and 26% reduction

in scope 3 in FY24 from

2019 (baseline year).

163,028 lives positively

impacted by SThree

since 1 December 2019.

161% growth in our

clean energy business

net fees since FY19

(baseline year).

37% women in

leadership positions.

14% carbon reduction

in absolute emissions

inFY24 in comparison

to FY23.

1% increase in scope

1 & 2 emissions in

comparison to FY23.

17% reduction in scope 3

emissions in comparison

to FY23.

PlatformPosition

People

Places People

12,159 accessed

decentwork through

SThree placements.

1,619 accessed

our career support

programmes.

3,736 existing and

aspiring STEM

professionals accessed

Elevate Careers

programme with

coaching and mentoring

support provided

bySThree.

2,891 hours of

volunteering supported

people in our

localcommunity.

5% growth in our clean

energy business net fees

YoY in FY24.

108 women participated

in our leadership

talent development

programme Identify.

To positively

impact 150,000

lives by FY24

ESG targets

and progress

Our commitment to being

a responsible business

(including TCFD)

Progress

Target

FY24 activities

Alignment to

strategic pillars

Sustainable

Development

Goals

Doubling

the share of

our global

renewables

business

by FY24

Reduce scope

1 & 2 emissions

by 77% and

absolute scope

3 emissions by

50% by FY30

We aspire

to increase

representation

of women in

leadership

to 50/50

Our strategy and business priorities are informed

by ESG topics material to our stakeholders, our

business model and the wider market where we

operate. We have set transparent ESG targets

to guide activities that both mitigate risks and

maximise opportunities that enhance our business

strategy and performance.

In FY20, we undertook analysis to understand the UN

Sustainable Development Goals (SDG) that we impact,

and aligned our strategy to deliver relevant outcomes

to the targets and indicators established within the SDG

framework which is reflected in the targets below.

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Social

Our commitment to being a responsible business (including TCFD) continued

A career with purpose

for everyone

We understand and respect the richness of diversity that

spans our 11 locations and the uniqueness of the 2,678

colleagues we employ. Our culture continues to evolve

as we invest in actions that empower colleagues to reach

their full potential and build a successful career at SThree.

Our people are one of our biggest assets and in FY24 we

continued to evolve our people strategy with key areas of focus

as follows:

Elevating careers

Sourcing the best STEM talent for clients is the core of our

business model. We have identified an opportunity to help

address employment inequality whilst also addressing the STEM

skills gap our clients face. This resulted in the evolution of our

Elevate Careers programme.

In FY24, we delivered career advice, CV reviews and shared our

intellectual capital to help 1,739 people at risk of unemployment

to access career paths. We have a responsibility to invest in,

shape and support the future STEM skills our clients need to

grow their business.

Further reading: See our Elevate Careers

case study on our website.

Social impact across

our business model

We have an obligation to do the right thing across our value chain

and ensure we have mitigated all social risks. In order to minimise

risk and ensure our values are upheld we deliver policies, training

and continuous education across our stakeholders. In FY24,

94% of colleagues completed training on the following topics:

Anti-bribery and Corruption, Human Rights, Modern Slavery

and Human Trafficking, Health & Safety, Data Protection, Cyber

Security, Supplied Code of Conduct, and Gifts, Hospitality and

Charitable Contributions.

Our culture continues

to evolve as we invest in

actions that empower

colleagues to reach

their full potential and

build a successful career

atSThree.

Helen Wallace

Global Director of People Experience

Upskilling for future growth

Hours of training delivered

38,941

People is one of our strategic pillars. Further information can be found

on pages 34 to 38.

Employee

listening

Upskilling for

future growth

Evolving our

culture

Investing in

diversity

Metrics 35 eNPS

(FY23: 43).

4 Board level

focus groups

delivered in

FY24.

38,941 hours

of training

delivered.

23,694 hours

of onboarding

training.

47% have

objectives

and 24%

have personal

development

in place.

Values and

behaviour

framework

launched.

Values and

behaviour

framework

launched.

94%

mandatory

training

completed.

110 hours

of inclusion

training

completed

by Top 100.

37% women

in leadership.

17% ethnicity

in leadership.

1,117 total

attendees for

our quarterly

Global

Connection

inclusion

events.

39 women

on our fourth

leadership

accelerator

cohort.

Investing in our community

Investing in our local communities is part of our cultural DNA

and has been since the business was founded. Our community

outreach continues to evolve as we identify opportunities to

enhance our impact and contribution. Every colleague has 40

hours of paid volunteering leave every year and we have a strong

network of 79 ESG Ambassadors who help our colleagues

contribute to their community.

In FY24, we delivered 2,891 hours of volunteering of which 191

hours were skills-based volunteering. We provided £116,519 in

financial support and donated over 926 items of gifts in kind

tocharities.

Details of our community outreach can be obtained from the

community impact map, available online.

Further reading: See our Identify case study on

our website.

Further information can be obtained in the Summary

of our policies, implementation and monitoring

details which can be viewed on SThree corporate

website by scanning the following QR code:

Further reading: See our Community Impact Map

on our website.

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Environment

Our commitment to being a responsible business (including TCFD) continued

STEM skills decarbonising

the future

STEM skills will play a critical role in transitioning to a net zero

world. Across the business we have seen demand for green

engineering skills in the energy sector grow, with our clean

energy business growing by 161% since FY19 when we launched

a target to double the size of this part of our global business.

Expectations for decarbonisation role growth is high: McKinsey

estimates 202 million new jobs are needed to achieve net zero by

2050. We know clean energy roles will continue to grow as tech

clients continue to decarbonise whilst introducing high emission

AI tools. Life Sciences companies are tackling the challenge of

decarbonising a complex supply and distribution chain. Across

every sector STEM skills will be critical and we are actively

working to ensure that we have the green skills the future needs.

In FY24, we delivered 923 placements within clean energy

and we continue to evolve our community outreach to raise

the profile and desire for green careers to address the growing

greenskills gap.

Placements in clean energy

inFY24

923

Growth in clean energy

business since FY19

161%

Reduction in carbon emissions YoY

14%

Our role in decarbonisation

goes beyond becoming

a net zero business

ourselves. We play a

critical role in providing

the STEM skills that ensure

clients have the innovative

solutions that will enable

industry to decarbonise.

Decarbonisation is a

megatrend that provides

opportunities for business

growth across all of

our markets.

Andrew Beach

CFO and Executive Sponsor of climate risk

Decarbonising our business

For over a decade, SThree has demonstrated a commitment to

taking meaningful climate action. We are actively transitioning

to be a net zero business before 2050 through setting Science

Based Target initiative (SBTi) verified targets. Our progress today

is detailed below:

To reduce

scope 1 and 2

emissions by

77% by 2030

To reduce

scope 3

emissions by

50% by 2030

To be net zero

across scope 1, 2

and 3 emissions

by 2050

Progress

from FY19

(baseline year).

32% increase

in absolute

emissions.

26% reduction

in absolute

emissions.

21% reduction

in absolute

emissions.

In FY24, we mobilised a cross functional net zero working group

who report to our ESG Committee, to build and implement our

net zero transition plan. This group will innovate, test and adapt

ways of working to ensure our carbon reduction materialises.

We continue to evolve our transition plan, taking into account

external factors and internal business changes.

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Our transition to net zero

In FY23, we announced our SBTi target

to be a Net Zero business by FY50.

This year, our net zero working group has developed a five-year

transition roadmap (FY25–FY30) to ensure we remain on track to

achieve our near-term targets.

We identified four key areas that have a material impact on our

business’s carbon footprint: property, travel, supply chain and car

fleet. We analysed each area and set out key actions we must

take to see progress against our net zero ambitions. We know the

transition to net zero will take time and that we will likely need to

adapt our plan to the changing landscape. We are committed to

taking action today and this includes putting strong processes in

place to implement our transition plan while continuing to offset

our scope 1 and 2 carbon emissions in partnership with Earthly.

Our commitment to being a responsible business (including TCFD) continued

Environment continued

Net zero roadmap 2025–2030

Scope 1 & 2 Scope 3

2030 target 100% clean energy

100% clean

fuelled by 2030

50% reduction in travel

emissions by 2030

50% reduction in

supply chain emissions

by 2030

Achieved this year

Using our green property criteria, we

opened two sustainable offices: London

and our first net zero office in Glasgow.

Belgium began their transition to electric by

2028, forging the path for our other regions to

deliver their transition plans by 2030.

Continued to incentivise green commuting

with benefits to travel by public transport,

cycle to work schemes.

Within our travel policy, train is the preferred

method of travel and must be booked for

train-compatible routes under five hours.

SThree’s digital transformation provides

colleagues with cutting edge remote

collaboration tools.

We are awaiting our CDP score for FY24.

(B score awarded in FY23).

We revised our global sustainability policy

to support conversations with suppliers

andclients.

2025

All offices will be reviewed utilising our

clean energy criteria.

Netherlands to begin implementing their

transition plan, to be delivered by 2028.

Conduct a commuter survey to identify

changing travel habits post Covid-19.

All offices will be reviewed using our property

criteria to ensure clean travel facilities and

transport connections are available.

Collaborate with budget holders to reduce

their travel emission by 5% YoY.

Engage with our Top 20 suppliers on

sustainability ensuring 100% have a carbon

reduction plan.

Improve processes to track supply

chainemissions.

2026

Agreements in place with all landlords to

procure 100% clean energy and utilise self-

generating technologies where possible.

France to conduct a review of their transition

plan to ensure they align to the business

target.

Germany will achieve a 50%–80% EV fleet by

2026. A further transition plan will be created

to move to 100% clean fuel by 2030.

Review green commuter benefits to identify

new opportunities.

Introduce carbon allowances per employee

based on role for travel.

Compile a preferred green supplier

listwhich should be used when

selectingsuppliers.

2030 vision

All our offices will be powered by

cleanenergy.

All new office and lease renewals will

useour green property criteria.

All our car fleet will be electric or phased out

in favour of a mobility allowance.

Colleagues will commute using sustainable

transport where available.

Compile a preferred green supplier list which

should be used when selecting suppliers.

All our suppliers will align to our

environmental commitments, and we will

prioritise choosing sustainable suppliers

as standard. Partnered with a reduction

in consumption, we will achieve 50%

reduction in supply-chain emissions.

Further reading: More information on

Earthly and the projects we fund can

be found here:

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Task Force on Climate-related

Financial Disclosures statement

We support the recommendations of the Task Force on

Climate-related Financial Disclosures (TCFD) and confirm that

we are reporting in line with the FCA Listing Rule UKLR 6.6.6(8),

which requires us to report on a ‘comply or explain’ basis against

all the TCFD Recommendations and Recommended Disclosures

inrespect of the financial year ended 30 November 2024.

We have also considered the TCFD additional guidance

(2021 TCFD Annex), specifically the ‘All Sectors Guidance’ in

preparing the disclosures of the TCFD Recommendations and

Recommended Disclosures.

We confirm that we are compliant with the requirements of the

UK Listing Rule UKLR 6.6.6(8).

TCFD Report

We have set out our disclosures against each TCFD pillar (the

table below provides cross-references where the disclosures

are located in this Annual Report and Accounts). In preparing

them we had to make several assumptions and took into account

materiality of information in the Recommendations related

to strategy-, risks-, metrics and targets pillars. SThree plc’s

materiality considered the importance of key climate change-

related topics to our internal and external stakeholders.

Through our materiality assessment it is clear that climate change

is a critical topic to all of our stakeholders. As a STEM staffing

specialist, we are committed to being led by climate science and

our net zero targets reflect this. We aim to reduce our carbon

emissions in line with a 1.5°C scenario and achieve the net-zero

greenhouse gas (GHG) emissions reduction target by FY50. The

Science Based Targets initiative (SBTi) validated our targets as

science-based scope 1, 2 and 3 net-zero targets.

Recommended disclosure Where reported Further information

Governance pillar

a) Describe the Board’s oversight of climate-related risks and opportunities. Page 69 Governance Report

Our Board, page 105–107

b) Describe management’s role in assessing and managing climate-related

risks and opportunities.

Page 69 Governance Report

Our Board, page 105–107

Risks pillar

a) Describe the organisation’s processes for identifying and assessing

climate-related risks.

Page 71 Strategic Report

Risk management, page 82–89

b) Describe the organisation’s processes for managing climate-related risks. Page 71 n/a

c) Describe how processes for identifying, assessing and managing

climate-related risks are integrated into the organisation’s overall

riskmanagement.

Page 71 Strategic Report

Risk management, page 82–89

Strategy pillar

a) Describe the climate-related risks and opportunities the organisation

hasidentified over the short, medium and long term.

Page 72 Strategic Report

Risk management, page 82–89

b) Describe the impact of climate-related risks and opportunities on the

organisation’s businesses, strategy and financial planning.

Page 72 Strategic Report

Market overview, page 16–17

c) Describe the resilience of the organisation’s strategy, taking into

consideration different climate-related scenarios, including a 2°C or

lower scenario.

Page 78 n/a

Metrics and targets pillar

a) Disclose the metrics used by the organisation to assess

climate-related risks and opportunities in line with its strategy

and risk management process.

Page 79 Strategic Report

Key performance indicators, page 26–29

b) Disclose scope 1, scope 2 and, if appropriate, scope 3 GHG emissions,

and the related risks.

Page 81 n/a

c) Describe the targets used by the organisation to manage climate-related

risks and opportunities and performance against targets.

Page 79 Strategic Report

Key performance indicators, page 26–29

We will continue to monitor TCFD guidance as it evolves and will consider opportunities to enhance future disclosures of our

governance, strategy, risk management and metrics and targets in relation to SThree action on climate risks and opportunities.

Our commitment to being a responsible business (including TCFD) continued

Board oversight

TCFD recommendation: Describe the Board’s oversight of

climate-related risks and opportunities.

While engaging with, and having regard to the interests of, all

key Group’s stakeholders, the Board is accountable for ensuring

environment, social and governance (ESG)-related matters,

including climate-related risks and opportunities, are integrated

into the Group’s strategy, minimising risks and maximising

opportunities to ensure value creation across our business model.

The Board brings a variety of skills and experience, including

expertise in relation to sustainability, climate change risk

management strategies and risk-informed financial planning. The

Board’s experience, which is further described on pages 96 to 97

of the Governance Report, supports the implementation of the

TCFD recommendations across the Group.

The Board utilises the Group’s governance structure to ensure

effective oversight and management of climate-related strategy

and goals, with the Chief Financial Officer (CFO) acting as

senior sponsor for all climate-related matters including risks,

metrics and targets. As an active member of the Group ESG

Committee, the CFO ensures that the impact of climate risks and

opportunities is regularly assessed and considered throughout

strategic and financial planning. The CFO reports progress to the

Board on a regular basis.

SThree’s climate change governance framework is illustrated in

more detail in the table opposite.

During the current financial year, the Board agenda included the

following climate-related matters:

– Updates twice a year via risk updates. The Board received a

bi-annual report for all principal and emerging risks governed

by the Group Risk Committee. This included both an update

and thorough conversation on climate risk.

– Net zero agenda item twice yearly. The Board received an

update twice a year on the Group’s net zero targets and

progress towards these targets. In FY24, this included a

discussion on the Group’s car fleet where the speed of

transition was challenged.

– Copies of ESG Committee papers and meeting and rolling

NED. In FY24, we introduced a Non-Executive Director

position on the Group ESG Committee which ensures a Board

member, alongside our CFO and CEO, is present at each

meeting. The Board receives all Committee papers prior to the

meeting and minutes post meeting. This ensures the Board

can monitor progress towards targets and is aware of key

strategic decisions.

Management oversight

TCFD recommendation: Describe management’s role in

assessing and managing climate-related risks and opportunities.

The Board delegates management of climate-related risks and

opportunities to the Group CEO, who chairs and leads the

Executive Committee in delivering the Group’s strategy and

annual plan, including SThree’s response to climate change.

Under this delegation, the CEO oversees processes aimed at

identifying and managing climate-related risks and monitors

the allocation of the Group’s resources required to mitigate

these emerging risks and to benefit from any identified climate-

related opportunities (this also includes climate-related risks and

opportunities associated with SThree’s net zero transition plan).

The Executive Committee monitors the Group’s approach to

climate change by ensuring climate risks, opportunities and

progress towards net zero targets are reported and reviewed

bi-annually. This review takes place within the strategic review

of every business region and function, ensuring climate change

is integrated into financial and strategic planning. The Executive

Committee established and delegated operational management

of climate-related matters and wider ESG ambitions to the

ESGCommittee.

SThree’s ESG Committee has representatives from the Executive

Committee, including the Chief Executive Officer, Chief Financial

Officer, Chief People Officer and Chief Legal Officer, as well as

attendees from key strategic markets and departments. The ESG

Committee meets quarterly to direct the Group ESG strategy,

policies and implementation of key changes across the business.

This includes identifying climate risks and providing oversight of

the assessment and mitigation of these risks.

To coordinate actions related to the assessment and

management of various climate-related risks and opportunities

across the Group, the ESG Committee is supported by the

Global Purpose and Inclusion team and Global Strategy Director,

with dedicated business expertise focused on matters which may

be affected by climate-related risks and opportunities. Global

Renewable Energy Network (GREN), which is chaired and led by

Group Strategy Director, collaborates on actions and initiatives

designed to drive performance of our clean energy (renewables)

revenue stream. Strategic alignment between regional heads

is fostered through quarterly meetings and ensures the Group

maximises climate opportunities which in FY24 included sharing

insights on investment pipeline of clients from the renewables

sector, job intensity dashboard, as well as the medium-term risks

and opportunities associated with the clean energy sector.

Governance pillar

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Climate change governance framework

ESG Committee

Includes CFO and other members of the Executive

Committee, with Non-Executive Directors attending on a

rotation basis.

Meets quarterly to discuss and report ESG specific topics.

In particular, it identifies, assesses and mitigates climate

risks and opportunities, ensuring integration into strategic

and financial planning. These topics are then discussed

with the Group Risk Committee, Executive Committee,

Remuneration Committee and the Board.

Group Risk Committee

Appointed by the Executive Committee to oversee

the governance of risk management, including

climate-related risks.

Reviews and assesses strength of controls related

to climate risks and reports on risks to the Executive

Committee, Audit & Risk Committee and the Board.

Global Director of

Purpose and Inclusion

Implements climate-

related scenario

analysis, and stakeholder

engagement to ensure

delivery of action

plans. Oversees

the development of

climate targets and

datareporting.

TCFD Steering

Committee

Provides

recommendations to

the ESG Committee

on the assessment and

management of climate

risk, informs financial and

strategic planning.

Global Renewable

Energy Network

Energy sector leaders

who work on actions that

grow our clean energy

(renewables) business.

Climate Risk

Owners

Monitor climate risks,

develop and implement

mitigating initiatives, and

escalate changes within

risk environment to the

Group Risk Committee.

Audit & Risk Committee

Oversight of the effectiveness of the

Group’s Risk Management systems and processes

including emerging risk climate change. Reviews

assurance over mitigating controls.

Remuneration Committee

Oversight of the Group’s remuneration policy, employee

incentive arrangements and bonus target setting for Board

and Executive Committee which includes the carbon

emission reduction target.

CEO

Overarching oversight of all ESG matters including climate change as the Chair of the ESG Committee.

Executive Committee

Appointed by the CEO. Includes senior leaders within the business.

Conducts regular business reviews related to strategy, risk management (including climate-related risks) and performance,

including progress towards ESG targets.

Reports to the Board on climate-related matters and recommends risk appetite to the Board.

Develops Company strategy in line with Board appetite.

SThree Board*

Oversight of business strategy and performance, including material ESG factors.

The Board reviews the Group’s strategy, including response to climate-related risks and opportunities at least twice a year.

ESG Ambassadors

100+ ambassadors across the business deliver local climate action, engage colleagues in climate-related issues

and provide local insights to the ESG Committee.

Our commitment to being a responsible business (including TCFD) continued

* Nomination Committee has no climate change responsibilities.

Identifying and managing climate-related risks

TCFD recommendation: Describe the organisation’s processes

for identifying and assessing climate-related risks.

TCFD recommendation: Describe the organisation’s processes

for managing climate-related risks.

Our Group-wide Enterprise Risk Management (ERM) framework

is designed to identify, assess, score and monitor all risks. The

risk mitigation plans and timelines are determined by the appetite

and tolerance for risks as set by the Board and directed by the

Executive Committee.

Operational management (identifying, assessing and mitigating)

of climate-related risks and opportunities is delegated to the

ESG Committee. The Committee’s approach to identifying

climate-related risks includes utilising market research data,

external partner insights and internal business reviews. The latter

comprises an Executive Committee-led strategic review process

during which senior leaders from across the business are asked

to identify emerging risks within their markets, with key questions

around climate-related market changes and policy. These are

then discussed at local management meetings and escalated to

the ESG Committee, who, in turn, ensures the right mitigation

measures and controls are in place.

We utilise climate scenario analysis to assess the potential

magnitude and likelihood of specific climate-related risks and

opportunities under the following scenarios within the NGFS

scenario framework:

– a 1.5°C degree (fossil fuel-led);

– 2°C degree (disruptive); and

– 3°C degree (fossil fuelled).

Once assessed, climate risks are integrated to our climate risk

statements and principal risk statements, ensuring risk owners

are in place to develop and implement risk mitigation actions,

controls and metrics. These plans and progress reports are

then shared with the Group Risk Committee and Group ESG

Committee on a regular basis. To date, climate-related scenario

analysis has demonstrated that there are no immediate risks

to SThree and therefore, climate change continues to be an

emerging risk to our business as opposed to a standalone

Group’s principal risk. However, some of the Group’s principal

risks are, to an extent, impacted by climate change, and

therefore, where applicable, our principal risks reflect elements

of the climate-related risks identified through scenario analysis.

These risks are regularly reviewed by the Group Risk Committee

and twice a year by the Board. Further details on these risks can

be found in our Risk management section on pages 82 to 89 and

more details around risk management governance can be found

on page 82.

Integration with Group’s risk management framework

TCFD recommendation: Describe how processes for identifying,

assessing and managing climate-related risks are integrated into

the organisation’s overall risk management.

The process for identifying and assessing climate-related risks

isthe same as for all the Group’s principal risks and emerging

risks, and is further described on pages 82 to 84 of this Annual

Report and Accounts. It is the Group Risk Committee who

holds key responsibility for reviewing and assessing all risks

on an ongoing basis, and formally at least twice a year. The

Risk Committee also ensures that all risks are integrated into

the Group ERM framework. For each principal and emerging

risk, theRisk Committee reviews and assesses the strength of

controls putinplace; this assessment is reported to the Board

ona bi-annual basis.

The Group ERM framework details who is responsible for

managing each individual risk and the controls mitigating it.

Climate change-related risks and associated controls are led

by the ESG Committee, and consistent with the Group’s ERM

framework, risk management activities take place at all levels in

the Group.

Risks pillar

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Strategy pillar

The impact of climate change on SThree

TCFD recommendation: Describe the impact of climate-related

risks and opportunities on the organisation’s business, strategy

and financial planning.

Through a scenario analysis, we have identified no immediate

climate risks which could significantly impact our long-term

strategy or business model, performance or liquidity. However,

we understand the importance of climate change on our

stakeholders and therefore the Group’s exposure to climate-

related risks and opportunities is regularly considered in our

strategic and financial planning, our capital allocation decisions

and in operational management. It was also considered

when preparing the Consolidated Financial Statements, in

particular as part of assessment of the Group’s long-term

viability and its flexibility to adapt operations to climate-related

risks and opportunities. For further details see note 1 to the

financialstatements.

We also understand that climate change and its associated

impacts are causing systemic and exponential disruption to wider

society. One of the global megatrends is decarbonisation which

requires extensive innovation and change. Climate change will

have a unique impact on our clients and the STEM skills they

require to redesign and innovate business models that align

witha net zero future.

Our role in supplying the STEM skills, which are needed to

facilitate this change, is a key opportunity identified through

scenario analysis which has influenced our strategic priorities.

We are well positioned to respond to the growing demand

for green skills and can quickly respond to growing demand

for highly skilled talent as the global economy reconfigures

towardsdecarbonisation.

In addition, the decarbonisation of our own business plays an

important role in ensuring we meet the requirements of our

clients and can access new business opportunities. As a result,

we have set carbon reduction targets and have been on our

journey to net zero since FY18.

Risk and opportunity identification and assessment

TCFD recommendation: Describe the climate-related risks

and opportunities the organisation has identified over the short,

medium and long term.

Guided by our climate-related scenario analysis, and risk

management articulated on pages 82 to 84, the climate-related

risks and opportunities that could have a potential impact on

SThree Group are detailed below, along with mitigating actions.

To assess the materiality of climate-related risks and

opportunities, we used the following timeframes:

Timeframe (term):

Short Medium Long

up to five years

to 2029

five to 15 years

from 2029 to 2039

beyond 15 years

from 2039 to 2050

Our likelihood assessment is an estimated probability of

potentialimpacts:

Likelihood:

Low Moderate High

very unlikely to

unlikely

likely to occur likely to very likely

to occur

These risks and opportunities are global in nature and there are

only modest variations in their relative significance for each of

our business segments. Where appropriate, we refer to specific

geographies.

Refer to the subsequent section, Metrics & Targets on pages

79 to 81, for further information on measurement indicators,

including our performance against them.

Table 1. Our key climate-related risks and opportunities

Our commitment to being a responsible business (including TCFD) continued

Risk

Measurement

indicators Potential impact and SThree’s response under each assessed scenario

1. Transition Risk

Commercial

SThree may fail to maximise market

opportunities if strategy and

decision making across the Group

does not adequately consider the

impact of climate change within

the markets that it operates in and

the requirements of clients and

candidates. This may result in an

inability to meet profitability and

market share growth targets and fall

behind peers.

Net fees

generated

through

clean energy

(renewables)

business

Green revolution (1.5°C)

In a rapid green transition we may miss opportunities to grow market share if sufficient

market intelligence and headcount growth plans are not in place. In response to this risk

SThree has mobilised an internal Global Renewable Energy Network and energy sector-

specific market intelligence tools to ensure opportunities and best practice are shared across

our global business. We are also developing market intelligence and regulatory horizon

scanning tools, utilising AI, to efficiently identify market opportunities.

In addition, under a low-carbon transition, potential net fees from Oil & Gas clients could be

lost due to divestment and decline in client demand. The risk to SThree would be two-fold: a

potentially material loss of revenue from Oil & Gas sector, as well as ongoing operating costs

incurred to meet limited opportunities available in this area of the market.

Disruptive change (2°C)

Some large energy and infrastructure projects are influenced by government. To respond

successfully to invitations to tender and win government contracts, SThree requires

investment in consultants’ expertise, and, increasingly, obtain additional certifications.

Preparation work for large renewables projects is an investment we must make as a potential

vendor, however tender outcomes may change or turn unfavourable.

Timeline and budgets for these projects are delayed and reduced. This could result in SThree

having areas of operational costs which face delayed or reduced revenue opportunities.

SThree continues to invest in tools and resources to map client requirements throughout

project timelines to effectively manage resources.

Fossil fuelled (3°C+)

The need for talent is increasing across high-emitting industries which could contribute

to higher net fees generated by SThree in these markets. This could then result in abrupt

divestment as climate change materialises and markets shift at pace.

SThree has committed to SBTi net zero targets, deliver annual reporting on progress and

build marketing content to ensure our position as a sustainable brand is clear, transparent

andvalidated.

Strategic pillar: Places

Business segments potentially

affected:

Group-wide

Timeframe (term):

Short Medium Long

Likelihood:

Low Moderate High

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Risk

Measurement

indicators Potential impact and SThree’s response under each assessed scenario

2. Transition Risk

Policy and compliance

There is a risk that SThree does not

meet the changing reporting and

compliance requirements expected

by stakeholders. This could result

in non-compliance fines alongside

reputational damage.

SThree is unable to meet its

net zero targets which leads to

reputational damage, an inability

to meet client demands and loss of

competitiveadvantage.

CDP Score

Green revolution (1.5°C)

Under a green revolution scenario, SThree has access to clean technologies from suppliers

who are decarbonising at pace. This supports our ability to decarbonise across scope 1, 2 and

3 emissions as part of the Group transition towards net zero.

Government policy and compliance requirements are ambitious and introduced at pace,

particularly across Europe.

We monitor emerging government compliance and on a quarterly basis we report to the ESG

Committee on compliance and progress against net zero targets.

Disruptive change (2°C)

Within this scenario, our ability to decarbonise is limited to scope 1 and 2 emissions. Scope

3 decarbonisation is delayed due to our heavy reliance on third parties, particularly those

suppliers who face undermined/reduced progress towards their own decarbonisation targets.

We have established a net zero transition plan which includes a supplier engagement

planand shared action we can take to help our suppliers to reach their own

decarbonisationtargets.

Fossil fuelled (3°C+)

Within this scenario, we have delayed transition across scope 1 and 2 emissions due to

low availability of low-carbon energy required to fuel our property and car fleets. Scope 3

emissions are delayed even further beyond the time horizon used for this assessment.

Mitigation action we could undertake include a review of our car fleet and property portfolio

to identify areas of opportunity to remove emissions entirely rather than relying on limited

low-carbon energy.

Business segments potentially

affected:

Group-wide

Timeframe (term):

Short Medium Long

Likelihood:

Low Moderate High

Risk

Measurement

indicators Potential impact and SThree’s response under each assessed scenario

3. Physical Risk

Policy and compliance

SThree may fail to operate in

key markets during extreme

weather events caused by climate

change meaning there is a loss of

productivity and sales as consultants

are unable to work, alongside

reduced billing hours (higher

shrinkage) for contractors whose

ability to work is also impacted by

the weather event. This may result in

reduced net fees and our inability to

meet the Group operating profit and

market share growth targets.

No. of days

of work

missed due

to severe

weather

Green revolution (1.5°C)

We would see minimal physical climate risks within this scenario.

There are currently six office locations deemed as at risk of flooding and severe weather

events based on historic events in those offices and the scenario analysis is highlighting

minimal impact. Each office has a business continuity plan in place.

Business segments potentially affected:

Austin, Houston, Paris, Glasgow, Düsseldorf and Dubai

Disruptive change (2°C)

Infrastructure investment fails to materialise and although the impact is minimal based on

the scenario analysis and location of offices we anticipate that the increased temperature

and lack of infrastructure could impact productivity and commuting to offices as well as the

outdoor work of contracts. With impact remaining low, the likelihood of impact increases,

based on recent temperature records.

We would review business continuity plans alongside available infrastructure investment

in the locations impacted. Flexible working and working conditions for both employee and

contractors would be considered.

Business segments potentially affected:

Europe, USA and MENA

Fossil fuelled (3°C+)

Severe weather events and long-term climate change impact our physical working

environment which could result in office closures and contractors being unable to access

sites due to flooding, freezing, hurricanes and other severe weather conditions. SThree

has adopted and successfully implemented working from home business continuity plans

which were tested during the pandemic. We have however identified that in some extreme

circumstances working from home could be disrupted due to power outages. In this

instance, we will utilise our global network of offices to deliver services on behalf of impacted

locations. This has been implemented previously during the Texas ice storms in 2021 but the

risk has not materialised since then.

Business segments potentially affected:

Group-wide

Business segments potentially

affected:

See conclusions under each scenario

Timeframe (term):

Short Medium Long

Likelihood:

Low Moderate High

Our commitment to being a responsible business (including TCFD) continued

Our key climate-related risks and opportunities continued

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Opportunity

Measurement

indicators Potential impact and SThree’s response under each assessed scenario

1. Climate Opportunity

Responding to the

changing demands

of the market

We are dynamic and flexible in our

approach and can adapt to new

market requirements with agility

and pace. Our flexible approach

alongside offering full staffing

compliance expertise and at times

additional ‘value-add’ offerings

such as trucks, IT equipment

and adjacencies makes us well

placed to meet clients’ growing

decarbonisation talent needs. The

growth of green innovation will

create new STEM job opportunities.

LinkedIn research highlights growing

demand for green skills. In FY24,

the UK saw a 46% increase in

demand for green skills. Predictions

from IRENA and other industry

bodies highlight unprecedented

growth in green skillsin the coming

sevenyears.

Net fees

generated

through

clean energy

(renewables)

business

Green revolution (1.5°C)

In a rapidly decarbonising world we will see increased investment in green technologies

both commercially and at government level. This will generate demand for green skills,

predominantly in STEM sectors. The pace of change will exacerbate the green skills/STEM

skills gap. As a result, STEM recruitment expertise, such as SThree’s, will be in high demand

among clients in need of adequate talent.

Areas of anticipated short-, medium- and long-term growth is across wind investment,

storage technology, resilient grid technology, with hydrogen investment in Europe growing

longer term.

Disruptive change (2°C)

Some large energy and infrastructure projects are influenced by government. To respond

successfully to these tenders and win contracts, SThree requires investment in consultants,

and sometimes additional certifications. The risk, which is outside of SThree’s control, is that

the level of preparation work for large renewables projects is an investment we must make as

a potential vendor, however tender outcomes may change. Often the timeline and budgets

for these projects are delayed and reduced.

Areas of anticipated growth is across wind investment, storage technology, resilient grid

technology, hydrogen investment in Europe longer term.

SThree’s response could include investment in headcount focused on anticipated growth

areas; or regular review of tender requirements to ensure SThree remains competitive in

newmarkets.

Fossil fuelled (3°C+)

Within this scenario investment is significantly delayed. Investment in resilient grid technology

continues to be prioritised across Europe but more so in the USA market. Investment in

storage technology in Europe is also an area of growth medium to long term.

Within this scenario investment in projects continues to be inconsistent with changing

agendas influenced by government policy and elections.

SThree’s response could include regular reviews of investment trends and impact assessment

of new government policy and elections on STEM job opportunities in the markets we serve.

Business segments potentially

affected:

Group-wide

Timeframe (term):

Short Medium Long

Likelihood:

Low Moderate High

Our commitment to being a responsible business (including TCFD) continued

Our key climate-related risks and opportunities

continued

Opportunity

Measurement

indicators Potential impact and SThree’s response under each assessed scenario

2. Climate Opportunity

Alignment to

low-carbon clients

As the market moves towards a

low-carbon future, companies are

reviewing their own transition plans.

Increasingly they are questioning the

environmental impact of all suppliers.

SThree has been working on carbon

footprint management and carbon

offsetting for over a decade. Our

long-term environmental strategy,

targets and transparent reporting

provides a competitive advantage.

In European markets there is an

emergence of small, sustainable

recruitment agencies who solely

work with low-carbon clients.

SThree has the potential to also

compete in this niche market and

obtain competitive advantage given

the climate leadership position,

experience and compliance benefits

already in place.

CDP score

% reduction

in carbon

emissions

Green revolution (1.5°C)

In a green revolution scenario client demands for sustainable recruitment suppliers who

mirror their commitment and support the realisation of their net zero target emerges at pace.

We see the adoption of sustainable supply-chain management platforms, sustainability within

contracts, metrics and monitoring being introduced at speed.

Given minimal differential economic incentives, candidates often choose to work for a more

socially conscious company – this could extend to SThree itself as a recruiter who aligns

themselves to a low-carbon solution, providing opportunities to grow net fees.

This scenario is materialising in Europe at present.

Business segments potentially affected:

Europe

Disruptive change (2°C)

The speed of client demand for sustainable suppliers is delayed with the pace for sustainable

reporting and net zero transition progress not being realised until 2035.

In response, SThree would adapt to changes by building its recruitment specialism to meet

clients’ new needs. We would continue to deliver strong sustainable reporting and support

clients to meet their decarbonisation targets.

Business segments potentially affected:

Europe and USA

Fossil fuelled (3°C+)

Client requirements for sustainable suppliers is not realised in the timeframe assessed.

In response, SThree would adapt to changes by building its recruitment specialism to meet

clients’ growing needs. We would continue to deliver strong sustainable reporting and

support clients to meet their decarbonisation targets.

Business segments potentially affected:

Group-wide

Business segments potentially

affected:

See conclusions under each scenario

Timeframe (term):

Short Medium Long

Likelihood:

Low Moderate High

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Table 2. Climate-related scenarios

Within all three scenarios we identified no climate change-

related risks that would have a material impact on SThree, our

performance and strategy. This is consistent with the assertion

that risks associated with climate change are not expected to

have a material impact on the longer-term viability of the Group.

However, some growth opportunities may arise from the

role STEM skills play in decarbonisation (see details on

this megatrend on page 17) and our proposition as a green

supplier (see further details on pages 24 to 25 related to our

strategicpillars).

It has resulted in SThree setting a target and strategy to maximise

this side of our business. In addition, the scenario analysis

continues to be considered in wider business strategy, e.g. how

we grow our value proposition as a green recruitment partner

to mitigate reputational risk and realise opportunities with both

clients and candidates as outlined above.

Climate-related scenario analysis

TCFD recommendation: Describe the potential impact

of different scenarios, including a 2°C scenario, on the

organisation’s businesses, strategy and financial planning.

SThree assesses the financial implications of climate-related risks

and opportunities under three scenarios aligned with the NGFS

climate scenario framework. The first scenario 1.5°C maximum

increase in global temperatures (‘Green revolution’). The second

scenario 2°C increase in global temperatures (‘Disruptive

change’) and the third a 3°C + increase (‘Fossil fuelled’).

We utilise these three scenarios to ensure all potential risks

and opportunities are identified, and that we are testing our

resilience under each scenario as political landscapes shift and

the likelihood of each scenario materialising shifts. Our net

zero commitment is aligned to the Paris Agreement which is

facilitating a renewables-led scenario (global warming limited

to 1.5°C) which reinforces our commitment to doing the right

thing and also to maximise the opportunities we have identified

within this scenario. Each risk and opportunity is analysed

based on an estimated impact on net fees, aligned to our risk

managementframework.

SThree uses the NGFS climate scenario framework to stress test key climate-related risks and opportunities.

The key outcomes from the climate-related scenario analysis inform SThree’s targets and growth opportunities, and wider

business strategy, e.g. how we grow our value proposition as a green recruitment partner to mitigate reputational risk and

realise opportunities with both clients and candidates as outlined above.

Green revolution

(orderly 1.5°C)

This orderly scenario assumes that climate

policies are immediately implemented, with an

increasing carbon price levelled that ensures

the world does not exceed 1.5°C warming.

The economy is strong, driven by new

industries providing green solutions and

technologies such as AI, robotics and battery

technology. The development of circular

economy business models disrupts legacy

industries, removing incumbents. Global

opportunities expand in all markets as

consumer technologies are democratised.

Under this scenario, the energy sector

mix shifts rapidly, as the world transitions

away from fossil fuels and towards low-

carbon power, heat and mobility solutions.

Consumer concern over the environmental

sustainability of products and services is

high, and candidates actively disassociate

with companies not following the

renewablerevolution.

Disruptive change

(disorderly 2°C)

This disorderly scenario assumes that

significant climate policy is not implemented

until 2030. In order to reach the 2°C

mitigation goal, the transition from this point

happens at a far quicker pace than in the

orderly transition.

Engineering and finance sectors benefit from

the rapid development of a carbon dioxide

removal industry – funding for which comes

in the form of increased energy prices for

businesses and consumers.

Under this scenario, the energy sector mix

does not change noticeably until after 2030,

at which point actions taken are relatively

late and limited by available technologies, to

enable a sharp reduction in emissions. The

pace of change claims many victims within

high-carbon industries who are left with

significant levels of stranded assets.

Fossil fuelled

(hot house 3°C+)

This scenario incorporates the policies

and measures that governments around

the world have already put in place and

assumes that no further policy action will be

taken. The scenario assumes only cautious

implementation of current commitments and

plans. Emissions grow until 2080 leading

to 3°C+ of global warming and increased

physical risks.

New technology solutions are not developed

quickly or cost-effectively enough to disrupt

legacy industries. Energy prices are kept

suppressed by the lack of any meaningful

carbon price and the lack of progress in

carbon removal technologies.

Significant disruption on sectors with offices,

manufacturing sites located in regions and

areas of high physical risk.

The financial impact assessments for the above presented scenarios are based on the same method of calculations as those used for principal risks evaluated under the SThree

Group-wide risk framework.

Our commitment to being a responsible business (including TCFD) continued

Metrics & Targets pillar

Metrics

TCFD recommendation: Disclose the metrics and targets used by

the organisation to assess climate-related risks and opportunities

in line with its strategy and risk management process.

The Group has set both near-term and long-term GHG

emissions reduction targets which were validated by SBTi and

are consistent with a reduction required to keep global warming

to 1.5°C by FY50. Our overall climate commitment to be net

zero across GHG absolute emissions from SThree’s operations

and its supply chain by FY50 (scope 1, 2 and 3 carbon emission

reduction) is broken down into medium-term milestones:

– reduce absolute scope 1 and 2 GHG emissions by 77% by

FY30 from a FY19 base year;

– reduce absolute scope 3 GHG emissions by 50% by FY30

from a FY19 base year;

– reduce absolute scope 1, 2, and 3 GHG emissions by 90% by

FY50 from a FY19 base year; and

– increase annual sourcing of electricity from renewables, from

28% in FY19 to 100% by FY30.

In addition to carbon reduction targets, in FY19 the Group set a

target to double the size of its clean energy business by FY24

in response to the opportunities identified through climate-

related scenario analysis. SThree achieved this target already in

FY23. Nevertheless, the Group continued this momentum with

further investments and initiatives undertaken across markets, to

promote and grow this important part of our business; in FY24

our clean energy (renewables) business grew by 5% YoY.

The table below describes climate-related metrics in more detail.

Table 3. SThree’s climate-related metrics and associated targets

Metric Key initiatives and progress in FY24 Target

Climate-related risks (Transition risks)

% reduction in scope 1 and

scope 2 carbon emissions

Our direct GHG emissions are from leased transport, purchased

electricity and refrigerant required for our offices (scope 1 and 2).

In FY24, our scope 1 and 2 emissions increased by 1% YoY, and 32%

since our baseline year. While we have seen a 10% decrease in our

leased transport emissions YoY, this is offset by an increase in actual

premises data and other fuels from new growth in EV car fleet, opening

sustainable office locations and an increase in actual premises data.

For quantitative details please see Streamline energy and carbon reporting (SECR) information.

Reduce absolute scope 1 and scope

2 GHG emissions by 77% by FY30

from a FY19 base year.

% reduction in scope 3

carbonemissions

Our indirect GHG emissions throughout the value chain mainly result

from our purchase of goods and services, business travel and employee

commute/transportation, which together make up more than 70% of

our total scope 3 emissions.

In FY24, we continued to work closely with our partners to reduce

GHG emissions for our business and our value chain. Scope 3 emissions

decreased by 17% YoY and decreased by 26% since our baseline year.

We have remained committed to reducing emissions from our supply

chain which equates to 46% of our carbon emissions. Our supply chain

emissions have decreased by 46% since FY19.

For quantitative details and further explanation, please see Streamline energy and carbon

reporting (SECR) information.

Reduce absolute scope 3 GHG

emissions by 50% by FY30 from

aFY19 base year.

% energy procured from clean

energy sources

Due to new business owners of this target, we are not able to report

against progress in FY24. We are committed to transparent reporting and

our focus for H1 FY25 is to review the methodology around this target;

producing an action plan to collect the data and report on progress.

In FY24,

(i) We introduced new Regional Facilities Managers roles within

the property team. These roles are key in gathering the data and

evidence required to show progress against this target.

(ii) We delivered our net zero transition plan which includes an action

plan for Property, and our clean energy target, as a priority for FY25.

(iii) We built strong relationships with landlords, particularly within

our new office locations, that set out expectations regarding

carbonreporting.

Increase annual sourcing of

electricity from renewables from

28% in FY19 to 100% by FY30.

Further reading: For more details on applied assumptions,

please see Table 2 below.

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Our commitment to being a responsible business (including TCFD) continued

Table 4. GHG emissions (tCO

e) and associated energy consumption (kWh) for FY24

(Energy and carbon disclosures for financial year, 1 December 2023–30 November 2024)

FY19 (baseline year) FY23 FY24

% change in

totalemissions

(FY24 vs FY23)

% change in

total emissions

(FY24 vs FY19)

Emissions

source (tCO

UK and

offshore

Global

(excluding UK

and offshore)

UK and

offshore

Global

(excluding UK

and offshore)

UK and

offshore

Global

(excluding UK

and offshore)

Scope 1

Natural gas 346 2 22 86 9 58 -39% -81%

Leased transport 42 990 – 2,455 – 2,218 -10% 115%

Refrigerant – – – – 79 – 93% –

Scope 2

Purchased electricity

(market/location based)

157 802 94/53 320/215 132/79 400/300 24% -45%

Other fuels

(heat and steam, EV)

– 9 – 54 7 185 253% 2030%

Scope 3

Purchased goods and services – 17,339 704 15,746 87 9,201 -44% -46%

Capital goods – 213 3 183 1,230 112 621% 530%

T&D and WTT (fuel and

energy-related activities)

14 – 7 273 29 741 186% 5,400%

Upstream transportation

and distribution

56 89 10 163 3 26 -83% -80%

Water (purchased goods

and services)

13 98 1 2 – 6 187% -95%

Paper (purchased goods

and services)

– 4 4 4 4 2 -19% 64%

Waste generated in operations 15 33 1 3 5 13 399% -63%

Business travel 261 1,223 398 940 331 897 -8% -17%

Employee commuting

incl. working from home

0 3,637 382 1,166 314 1,293 4% -56%

Upstream leased assets 2 188 – 661 – 71 -89% -63%

Downstream leased assets – 184 – 11 – 2,871 25,266% 1,461%

Total tonnes of CO

e (market based) 906 24,811 1,666 22,068 2,231 18,094 -14% -21%

Total tonnes of CO

e (location based) 906 24,811 1,626 21,963 2,178 17,994 -14% -22%

Number of employees 860 2,504 655 1,998 700 2,139 7% -16%

Tonnes of CO

e per employee 1.05 9.91 2.54 11.05 3.19 8.46 -20% -6%

Total energy consumption

used to calculate emissions (kWh)

2,983,847 5,927,067 532,853 11,356,473 581,730 12,777,245 13% 50%

Metrics & Targets pillar continued

Methodology

The method used to calculate GHG emissions is the GHG

Protocol Corporate Accounting and Reporting Standard (revised

edition), together with the latest emission factors from recognised

public sources including, but not limited to, BEIS, the US Energy

Information Administration, the US Environmental Protection

Agency and the Intergovernmental panel on Climate Change.

We focused FY24 on consolidating our carbon data management

platform which was launched in FY23. This included new account

managers, introduction of a quarterly quality assurance service

on our carbon data and a full review of our data quality and

methodology. The decrease in emissions in FY24, particularly

evident in Purchased Goods and Services is due to this data quality

review. We made the decision to adjust methodology used for

estimation as follows which can account for some variances:

– We used occupancy of the offices.

– We used 366 days for the estimation as FY24 was a leap year.

– We used floor area for district heating, electricity, and natural

gas while recycled waste, water supply/treatment, paper and

landfilled waste used occupancy numbers.

Prior to calculating scope 3 emissions, a materiality assessment

was conducted to assess relevance using the GHG protocol.

As a result, categories 9–12 and 14–15 were considered to have

no contribution to the businesses’ scope 3 emissions and have

therefore been omitted from the SECR table published above.

Following an operational control approach to defining our

organisational boundary, our calculated GHG emissions from

business activities fall into the reporting period of 1 December

2023 to 30 November 2024, and using the reporting period

1 December 2022 to 30 November 2023 for comparison.

Metric Key initiatives and progress in FY24 Target

Climate-related opportunities

Net fees generated

throughclean energy

(renewables) business

5% (FY23: 28%) YoY growth.

161% (FY23: 142%) growth from FY19 baseline.

For more information see Key performance indicators on page 26.

Double the size of our clean

energybusiness by FY24

(fromFY19baseline).

For more information see Strategy overview,

onpage 24.

Remuneration

Given the strategic importance

of sustainability to SThree, 10%

of Executive Directors’ share

awards (LTIP) are linked to their

contribution towards carbon

emission reduction targets

In FY24, we made progress towards our scope 3 target and understand

more focus is required to achieve our scope 1 and 2 near-term target.

For more information see Remuneration at a glance on page 130.

Variety of ESG targets, including

GHG reduction targets, as outlined

in the Key performance indicators of

this Annual Report and Accounts.

Streamline energy and carbon reporting (SECR)

information

SThree is committed to providing transparent carbon reporting to

our stakeholders. Our carbon data management platform helps

us to provide strong oversight and the ability to report more

widely across scope 1, 2 and 3 emissions.

In FY24, our scope 1 and 2 emissions equated to 3,088 tCO

(market based) and scope 3 equated to 17,237 tCO

e, an average

impact of 7.15 tCO

e per FTE. This represents a YoY decrease

in carbon emissions of 14% and a 21% decrease since FY19

baseline. The increase in scope 1 and 2 emissions is due to

growth in internal car fleet as we transition to EV. Due to new

car fleet providers, we have the availability of more precise

reporting, which has provided a clearer emissions profile. The

decrease in scope 3 emissions is attributed to our efforts in FY24

to collaborate with our supply chain to improve data, therefore

reducing our emissions from Purchased Goods and Services.

We also shifted to using occupancy data for water, waste, paper

and commuting, resulting in more accurate data as compared to

using FTE estimations in previous years. Our continued efforts

to improve our reporting provides us with a clear foundation on

which to deliver our net zero transition plan to 2030 and beyond.

Energy efficiency initiatives

While we have seen an increase in absolute scope 1 and 2

emissions YoY, the reduction in scope 3 emissions and total

emissions YoY is positive and shows we are making progress

towards our targets. The energy efficiency initiatives which have

taken place in FY24 include:

– Our carbon emissions from premises (natural gas, purchased

electricity, waste and water) reduced by 58% since FY19

(baseline year). Sustainable offices were opened in Glasgow

and London, using our sustainable property criteria.

– Business travel has decreased YoY by 8% which is the result of

our sustainable travel policy.

– While we have seen an increase in emissions relating to

‘other fuels’ this shows the positive impact of our continued

transition to an EV car fleet.

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Risk and Compliance Statements

Risk management is a key part of our business, values and

culture. Effective risk management enables us as a business to

protect value and proactively manage threats to the delivery

of strategic and operational objectives, while enhancing the

realisation of opportunities.

Our principal risks

Macro-economic environment/cyclicality

Industry innovation

Client strategy

Commercial relationships and customer risk

Contractual liability

People, talent acquisition and retention

Cyber security

Data privacy

Regulatory compliance

Strategic change management

Health and safety

Connecting risk, opportunity and strategy

Risk mitigation helps SThree manage specific areas of

the business. However, when brought into our day-to-day

activities, successful risk management helps us to maximise our

competitive advantage and successfully deliver on our strategy.

Whilst the ultimate responsibility for risk management rests

with the Board, the effective day-to-day management of risk is

delegated to our leaders across the business, seeking at all times

to maintain a prudent balance between mitigating risks and

taking advantage of opportunities.

Risk management approach

Our Enterprise Risk Management (ERM) framework and

processes help us to describe, analyse, report and monitor

risks and controls at all levels in the Group. We believe that the

effective management of risk is based on a ‘top-down’ and

‘bottom-up’ approach, which includes:

– Our strategy setting process;

– The quality of our people and culture;

– Established internal controls with assurance via self-

verification on the strength of controls;

– Processes for reviewing, escalating and controlling risks;

– Independent assurance by internal audit and external audit;

– Regular oversight by the relevant Committees; and

– Reacting quickly to market conditions and the cycle.

Principal and key operational risks are considered and

discussed as part of the strategic planning process. Our

principal risk statements include key risk indicators and risk

tolerance measures, as well as assessments of key controls

andriskappetite.

What we review when assessing our principal and

keyrisks:

– Risk ownership: each risk has a named owner. In addition,

each principal risk is sponsored by a member of the ExCo,

who drives progress.

– Likelihood and impact: globally applied five-by-five

scoringmatrix.

– Gross risk: before mitigating controls.

– Net risk: after mitigating controls are applied.

– Risk appetite: defined at principal risk level and categorised

into five levels.

– Risk tolerance: in data format, showing the amount of

deviation from the risk appetite.

– Key risk indicators: quantitative measures that provide early

signals of a change in the risk.

– Actions: key controls in place and activities required for further

mitigation if required.

– Impact on the Group’s strategic pillars and interdependencies

between principal risks.

– Any relevant emerging risks where the principal risk is

impacted by or could impact the emerging risk.

All principal risks are detailed in a standardised statement.

This ensures effective review, understanding and monitoring

throughout the Group, together with consistency, both in

terminology and the underlying assessment itself. As part of the

top-down process, an updated assessment was completed for

each principal risk by the relevant risk owner, working with the

Executive Committee (ExCo) risk sponsor and the risk function.

The statements are challenged and reviewed in detail by the

Group Risk Committee, ExCo and by the Board twice a year. In

addition, deep dive reviews are conducted by the Group Risk

Committee throughout the year, the output of which is reviewed

by the Board.

Following the 2024 update to the Corporate Governance Code

by the Financial Reporting Council, a workstream with key

stakeholders has commenced to review the existing internal

controls framework and definition of material controls.

Emerging risks

As part of our ongoing risk management process, emerging

risks are reviewed by the Board twice a year. An emerging risk

is defined as a risk that materialises over a period of time, rather

than at once, meaning the likely impact of the risk is difficult to

evaluate at the time of assessment of the risk.

Emerging risks are identified during:

– Twice yearly Board principal risk reviews;

– The strategic review process with each region and function;

– Periodic assessment by the Group Risk Committee;

– Horizon scanning undertaken by the Group Legal

Function;and

– Bi-monthly financial reviews of country performance and

macro-economic trends.

The Group tracked two new potential risks during the year:

– Regulatory risk: EU platform directive; and

– Client expectations.

However as part of the full year review of the principal risks,

the Board decided that the emerging EU Platform Directive risk

should be rolled into the current Regulatory principal risk and

Client Expectation could be considered part of Client Strategy

principal risk. In addition, the existing emerging risk for AI has

now been subsumed into the new Industry Innovation principal

risk, given the development of AI and its industry application

during the year.

Climate change risk continues to be an emerging risk for the

Group. Further assessment on the emerging risk is shown on

page 72 as part of the TCFD Report. Where an emerging risk may

impact or be impacted by a principal risk, this is detailed within

the principal risk description.

Risk management

Board

Overall responsibility assessing the nature

and extent of the principal risks and the

Group’s risk appetite and to facilitate

effective, entrepreneurial and prudent

management of the business.

Audit & Risk

Committee

Responsible for reviewing the effectiveness

of the Group’s risk management systems

and processes. Reviews assurance over

mitigating controls.

Executive

Committee

Responsible for the review and assessment

of the principal risks and recommending

risk appetite and tolerance to the Board.

Develops Company strategy in line with

Board appetite.

ESG

Committee

Responsible for the review, assessment

and monitoring of the climate change

emergingrisk.

Group Risk

Committee

Responsible for monitoring principal and key

risks and ensuring effectiveness of regional

and function risk management.

Regional

management

Responsible for reviewing and oversight

of regional risk and controls and plans to

mitigate risks within their region. These

risks will then feed into strategic plans to

be reviewed every six months as part of the

strategic planning process.

Function/

business

leadership

Responsible for identifying, assessing and

mitigating both key and operational risks

within their functions/business areas. Risks

should be discussed as part of country

management meetings.

Internal audit

Provides assurance on key controls in place

to mitigate identified risks and assurance that

the risk management and internal control

framework are operating effectively.

Group Risk Committee

Board

Audit

& Risk

Committee

Regional

management

Function/

business

leadership

Executive

Committee

Top-down risk

management

Ongoing risk

mitigation and

control review

Bottom-up risk

management

Regional and

functions business

leadership teams

identify, assess,

and control,

monitor and

escalate

ESG

Committee

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Risk management continued

Principal risks

Risks can develop and evolve over time and their potential

impact or likelihood may vary in response to changes in internal

and external circumstances. Risks and mitigation activities that

are outlined below, whilst not exhaustive nor in any order of

priority, are those which could have a material adverse effect

on the implementation of our strategic priorities, our business,

financial performance, cash flows, liquidity, shareholder value

or reputation, or could affect other key stakeholders, including

employees, clients and candidates.

Changes during FY24

Following review by the Board, the Board believes that the risks

presented are the correct assessment and the right principal

risks for the Group. As a result of the review, the 11 principal risks

below include two new risks and nine previously disclosed risks,

with one risk removed.

Risk and Compliance Statements continued

During the full year assessment of the principal risks, a deep dive

was undertaken on the Future Growth principal risk to assess

whether the risk accurately reflected the current risk to the

business. Following detailed review and discussion at the Board

it was agreed that the Future Growth risk would be removed as

a stand-alone risk, on the basis that limited future growth is an

outcome of other principal risks materialising. Two new principal

risks were identified that reflect the Company’s strategic focus:

– Industry Innovation; and

– Client strategy.

Given the challenging external environment and significant

internal change programme being undertaken by the Company,

a net increase was seen in two principal risks; macro-economic

and commercial relationship. However, overall, the risks continue

to move in a positive direction.

1. Macro-economic environment/cyclicality risk

Risk description

Rapid changes in the macro-economic environment could result in SThree suffering financial exposure and/or loss. SThree operates in a sector

that is highly cyclical and sensitive to the economy and business sentiment. Mixed economic signals can delay identification of changes in market

conditions and business decisions to respond, both on the upside and downside. The growth in the ECM models globally and fixed central support

costs impact on the flexible cost base so may exacerbate any time lag between financial performance impact and ability to cut costs and therefore

impacts the ability to scale when economy recovers quicker than anticipated.

Link to climate change and sustainability: SThree may be affected, primarily through its work with the Energy sector, to changes in Government

policy related to climate change, including in the renewable energy space, which may present positive business opportunities for the Company and

fluctuations in the oil price. Geopolitical events, including energy price shocks and other energy security risks can have an impact on economies, and

in turn SThree markets and profits.

Mitigations

– The annual strategic planning and budgeting process incorporate reviews

of the broader market conditions along with monthly business performance

monitoring and twice-yearly reviews as part of the strategy cycle to help

inform any changes that are required to react to changes in the economy.

– The Group is a strategically diversified business, geographically, by sector

and by product, with a focus on STEM markets which are less sensitive to

economic cycles.

– Strategic focus on Contract market which is more resilient in less certain

economic conditions than Permanent and provides a counter cyclical cash

hedge working capital release with each contract finisher.

– The Group has a flexible cost base that enables the business to quickly cut

costs to react swiftly to changes in market activity.

– The Group has a strong balance sheet with low levels of net debt through

the year and committed debt facilities to support the business.

Change from FY23

Net risk has increased due to the prolonged challenging macro-

economic environment, however the Group’s well diversified

business and ability to respond quickly to changes in the market

conditions remain an effective mitigator.

Executive Committee sponsor:

Andrew Beach – Chief Financial Officer

Link to Strategic Pillar:

Places, Position

Principal risk interdependency:

2. Industry innovation risk

Risk description

In circumstances where the Company fails to keep pace with technology innovation and/or the emergence of disruptive business models, this could

adversely impact financial performance, competitive advantage and future growth. The Group recognises the need to proactively plan and react to

rapidly changing markets and technologies, with the right strategy to adapt to client needs, grow market share and remain competitive.

Mitigations

– Clear strategy, with regular planning and review meetings as part

of strategy setting cycle.

– Oversight of strategic workstreams and technology investments

through the project governance and ExCo.

– Market intelligence reporting on industry developments.

– Regular review of business models with feedback loop to review

market demands.

Change from FY23

New risk.

Executive Committee sponsor:

Scott McKenzie – Global Strategy Director

Link to Strategic Pillar:

Places, Platform, People, Position

Principal risk interdependency:

3. Client strategy

Risk description

Failure to effectively design and execute our client strategy could limit acquisition, retention and growth of clients, thereby adversely impacting the

future growth of the Group. The Company recognises that it is vital that our clients’ needs and expectations are met with the right strategy, through

consistent global processes and practices, to enable us to become a key partner in their business.

Link to climate change and sustainability: Our clients expect us to have a robust climate change strategy to meet their procurement requirements

and therefore we require robust policies and procedures to ensure we meet these expectation to continue to offer services to our clients.

Mitigations

– Targeted client approach, informed by client categorisation and

standardised segmentation.

– Data-driven client and performance dashboards.

– Sales-excellence team to drive and embed standards.

– Oversight of client strategy through customer steering group.

– Monthly regional meetings to discuss client strategy.

Change from FY23

New risk.

Executive Committee sponsor:

Jelte Hacquebord – Chief Commercial Officer

Link to Strategic Pillar:

Places, Platform, People, Position

Principal risk interdependency:

Strategic pillars

Places To be a leader in markets we choose to serve.

Platform Create a world-class operational platform through data, technology and infrastructure.

People Attract, develop and retain great people.

Position Leverage our position at the centre of STEM to deliver sustainable value to our candidates and clients.

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4. Commercial relationships and customer risk

Risk description

In circumstances where working capital impairment or bad debt write-off occur, SThree may suffer financial loss, due to customers or

intermediaries being unable to fulfil their contractual payment obligations. The Group’s growing ECM business has increased the need for

sufficient working capital to ensure payments are made to candidates whilst waiting for clients to settle invoices. Bad debt can impact future cash

flow for operations when uncollectable debt is written off.

Link to climate change and sustainability: SThree works with a number of clients who are helping to solve the most significant challenges of our

time for both the environment and society.

Link to artificial intelligence: Technology advances have the potential to provide quicker trend and payment behaviour analysis, leading to earlier

debt collection and thereby reducing uncollectable debt.

Mitigations

– Overall credit risk profile client base of the Company is a low.

– Regular reviews and credit risk scoring model for higher-risk

clients managed by credit risk analysts.

– Regional oversight of debt through credit risk dashboard and

monthly key performance indicator reviews.

– Effective end-to-end process for review of payment terms out of

policy with Chief Financial Officer approval required.

– Continued focus on aged debt.

Change from FY23

Net risk has increased as a result of increased debt profile. This can

be attributed to a combination of the challenging macro-economic

environment and delayed receipt of certain client payments as a result of

the transition to new systems as part of the TIP.

Executive Committee sponsor:

Andrew Beach – Chief Financial Officer

Link to Strategic Pillar:

Places, Platform

Principal risk interdependency:

5. Contractual liability risk

Risk description

If SThree enters into unfavourable contractual terms with customers, it risks suffering significant financial loss. SThree operates in a highly

competitive environment in which clients sometimes seek to assign significant contractual responsibilities and high financial liabilities to SThree.

Where SThree acts as the employer of record (as with its ECM model), this expectation is generally heightened.

Link to artificial intelligence: Opportunity for advanced technology to improve efficiency of the contract review process.

Mitigations

– SThree seeks to ensure that its contractual exposure to claims is

effectively controlled through its contracts.

– Contract approval processes are in place with defined escalation

procedures for the proposal of contractual terms that do not align

with standard negotiation parameters.

– Well established in-house legal team, aligned to, and

working closely with, the regional businesses, ensures

a close understanding of business risks and associated

contractualrequirements.

– Risk Committee oversight of any changes in the external

environment that should be incorporated into approach

tocontracting.

– The Company seeks to place the responsibility for supervision

and control of contractors directly with the client, including the

acceptance of liability for any acts, defaults or omissions.

– Global insurance.

Change from FY23

No change to net risk, due to controls remaining effective with greater

understanding of acceptable contractual liability for the business models

in operation.

Executive Committee sponsor:

Kate Danson – Chief Legal Officer

Link to Strategic Pillar:

Places, Platform, People

Principal risk interdependency:

Risk management continued

Risk and Compliance Statements continued

6. People, talent acquisition and retention

Risk description

SThree’s profitability, long-term enterprise value and ultimately our ability to deliver our strategy will be detrimentally impacted if we cannot attract

and retain the right talent and drive the right levels of productivity to deliver against our growth ambitions.

The Group is reliant on attracting and retaining people that can deliver against its growth strategy. Sales consultants take time to reach their

productivity peak, and this therefore needs to be taken into account when considering timelines. It is vital that SThree attracts and retains an

engaged, productive, diverse workforce to ensure the future success of the Company.

Link to artificial intelligence: If left unaddressed, a concern amongst the employee population that artificial intelligence (AI) could replace

certain roles could cause issues with engagement and retention. Conversely, inadequate adoption of AI could mean a missed opportunity to use

the technology in a way which encourages and enables people to achieve their potential.

Mitigations

– Improved employee engagement through survey platform.

– Flexible hybrid working policy offered to all employees.

– Award winning training platform to strengthen development of

consultants throughout their career.

– Continuation of strengthening our wider focus on diversity and

inclusion across gender, nationality, age and race.

– Continued focus on mental health and wellbeing.

Change from FY23

Net risk remains unchanged following reassessment of risk position

in FY23. Whilst considerable progress has being made on different

programmes such as performance management, onboarding and reward,

it is too early for the impact to be seen. It is anticipated that the net risk

position will reduce during the second half of FY25 as the programme of

work is embedded into the organisation.

Executive Committee sponsor:

Sarah Mason – Chief People Officer

Link to Strategic Pillar:

Places, People

Principal risk interdependency:

7. Cyber security

Risk description

If SThree suffers a serious system or third-party disruption, this could cause loss of data or security breach that disrupts business-critical activities

and its ability to meet its contractual and regulatory obligations.

The threat landscape continues to evolve, heightened by world events, with an increase in cybercrime and the evolution of ransomware attacks.

Secure data is at the heart of creating a strong culture and trusted brand for our candidates and clients; failing to protect our data and manage

security across our services will directly impact our reputation and our ability to sustain and grow our business.

Link to climate change and sustainability: expansion of services provided under the ECM business model could potentially increase carbon

emissions and therefore requires investment into greener solutions to ensure both SThree and our clients make a positive impact.

Link to artificial intelligence: being utilised to develop and evolve threats and attack methods to circumvent security controls, or human

responses. However, AI can also be used, in its various forms, to support security, through machine learning and other techniques to help identify

malicious activities and respond to active threats.

Mitigations

– Global information security framework, designed to ensure

that SThree identifies and meets requirements relating to

cybersecurity.

– Vulnerability scanning to early identify weaknesses across the

estate alongside information security team actively monitoring

forsecurity incidents and remediating where necessary.

– Mandatory cyber security training including phishing simulation

exercises for all employees to build awareness and understanding

of how individuals can help to protect the Company.

– Incident management plan with clear escalation in the event

of a serious incident and linked to outsourced security event

monitoring to assist.

– Ongoing improvements to authentication requirements.

– Insurance cover in place that provides access to expert helpline

inthe event of an incident.

Change from FY23

Overall net risk position has not materially changed, aside from a small

reduction in likelihood rating. The risk has not reduced further due to

evolving threat landscape. However, improvements in controls and key

activities including continued education in areas such as phishing attacks

are contributing to a direction of travel that lowers the likelihood of our

cyber risk materialising.

Executive Committee sponsor:

Nicholas Folkes – Chief Operating Officer

Link to Strategic Pillar:

Places, Platform, People

Principal risk interdependency:

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8. Data privacy

Risk description

Non-compliance with international data protection regulations and/or contractual obligations in relation to data protection could expose SThree to

loss of revenue, reputational damage and regulatory sanctions. Having solid data foundations is required for SThree to fulfil our business strategy.

Great customer experience starts with accurate, complete and timely data, and secure data is at the heart of creating a strong culture and trusted

brand for our candidates and clients.

Link to artificial intelligence: use of AI technology by sales consultants could result in personal data being added into an uncontrolled

environment and shared with third parties without clear and embedded policy and procedures on AI use within the Group.

Mitigations

– Data privacy landscape continues to be monitored by our

cross-functional privacy team and international Data Protection

Champion network to ensure compliance with GDPR and

applicable data privacy legislation.

– A global data protection framework is in place to ensure that the

Group can identify and meet regulatory requirements relating to

data protection within each jurisdiction.

– Embedded processes to manage and respond to Data Subject

Rights requests, such as Right to be Forgotten.

– Mandatory yearly data privacy training for all current employees

and all new employees as part of the induction process.

– Continued investment in our IT systems and technology controls.

Change from FY23

No change. Data protection framework with robust policies and

procedures through process improvements, training and awareness.

Executive Committee sponsor:

Kate Danson – Chief Legal Officer

Link to Strategic Pillar:

Places, Platform, Position

Principal risk interdependency:

9. Regulatory compliance

Risk description

A failure by the organisation to meet its regulatory obligations in respect of its business models could undermine our reputation, might result in

legal exposure and regulatory sanctions and could negatively impact our ability to operate. The staffing and recruitment industry sits against the

backdrop of an increasingly stringent and complex regulatory environment. These regulatory changes bring commercial opportunities for SThree,

as companies seek staffing models which remove both the burden of administration and the risk of regulatory non-compliance through engaging

with companies such as SThree. However, they also present risk to SThree in circumstances where we fail to manage those opportunities

appropriately. Failure to comply leaves SThree open to a range of risks, including fines, penalties, litigation, personal Director liability and loss of

licence to operate. Additionally, the reputational impact and loss of stakeholder confidence could undermine SThree’s business in its entirety.

Link to artificial intelligence: AI could improve identifying and tracking compliance processes in the system and highlight patterns of behaviour

where controls may not be effective or escalate a point of non-compliance quicker than manual process to ensure prompt action. Potential to

provide greater flexibility in adapting to changing regulatory compliance requirements. AI-powered tools can potentially be trained quickly on new

regulations and then quickly incorporate updates and changes as they occur.

Mitigations

– Regular horizon scanning by Legal function with reporting to

regional management boards, Group Risk Committee and

Executive Committee.

– Regional Legal team involvement in the establishment of new

products/services and entering new jurisdictions to ensure there

is full understanding of regulatory compliance required and the

processes to support the compliance.

– Local internal processes designed to ensure regulatory

compliance for each placement.

– Oversight of regulatory compliance risks and controls at

GroupRisk Committee.

– Regional regulatory compliance training rolled out by the

legaldepartment.

– Detailed regulatory risk assessments regularly reviewed for all

business models in each country the Company has an entity

incorporated within, to ensure full understanding and relevant

appropriate controls are in place.

Change from FY23

Decreased. Likelihood of risk materialising has reduced as a result of

continuing education on business models and requirements. Horizon

scanning remains a key control in ensuring the business can respond in

sufficient time to increasing number of new regulations.

Executive Committee sponsor:

Kate Danson – Chief Legal Officer

Link to Strategic Pillar:

Places, Platform

Principal risk interdependency:

Risk management continued

Risk and Compliance Statements continued

10. Strategic change management

Risk description

If the Company does not effectively manage and implement strategic change, this could result in poorly implemented projects, wasted resource

and/or adverse financial impact and ability to execute strategy impacting future growth of the Group. Effective strategic change management is

inherently tied into the achievement of our strategy; change management is required for the effective implementation of parts of the strategy that

require us to operate differently. Attempting too many projects, incorrectly mobilising projects, lack of oversight causing the rejection by staff of

change, would prevent SThree moving to the next level of revenue growth and profitability.

Mitigations

– Prioritisation of investment decisions, approval of business cases

and oversight of the investment portfolio, with strong linkage into

the annual budget cycle.

– Formal governance structure in place for strategic

projects,including independent assurance for key

technology-related programmes.

– Full Board visibility of the portfolio status, including timelines,

project spend and issues escalation.

– A formal digital demand process to coordinate requests that place

demands on our technology change resources. The forum ensures

correct resource allocation against the Company priorities.

– Monthly programme steering committees review programme

status, risks and document decisions.

– Recruitment and secondment of skilled expertise to business

transformation programme.

Change from FY23

The net risk has not changed, however, improvements to change

processes, methodology and project reviews continue to strengthen

thenet risk at a time of significant change in the business.

Executive Committee sponsor:

Nicholas Folkes – Chief Operating Officer

Link to Strategic Pillar:

Places, Platform, People, Position

Principal risk interdependency:

11. Health and safety

Risk description

If an employee suffers injury where SThree has failed to meet its regulatory obligations or duty of care, this could lead to an undermining of trust by

our employees, candidates and clients, as well as reputational damage and financial loss. Health and safety (H&S) management regulations contain

a general requirement for organisations to monitor and review preventive and protective measures to protect the health, safety and wellbeing of

our employees. As a responsible employer we strive to ensure all our people are safe in their working environment. Our increasing volume and

proportion of business in ECM means we have heightened regulatory obligations towards our candidates, many of whom operate in higher risk

environments than our internal workforce.

Link to climate risk and sustainability: Employees are potentially at risk of exposure to increased climatic natural disasters and to extremes of

temperature, where working outdoors, making working conditions higher risk.

Link to artificial intelligence: AI could improve the ability to identify trends across accident and incident reporting globally, ensuring quicker

responses and reducing the likelihood of reoccurrence.

Mitigations

– Monthly H&S administration and communication meetings to

discuss risks and any change in processes.

– Annual review and roll out of global H&S policy.

– Processes and reporting in place for any accidents or incidents

involving internal employees and ECM candidates.

– Regular horizon scanning of H&S regulations by both Group

Legaland H&S Manager to ensure policies and processes are

updated accordingly.

– Communication with clients to ensure safety of a candidate on a

client site and obligations are understood by both the client and

candidate towards H&S.

– The review of H&S obligations are a key part of the contract

review process, to ensure any required processes are followed

and are proportionate to the product being offered to the client.

– Dashboard to capture leading and lagging indicators

to highlightany incident risks and introduce continual

improvementprocesses.

– Group-wide mandatory H&S training.

– Insurance policies where required covering the Company

andECM contractors in the event of an accident.

Change from FY23

Slight decrease in net risk due to ongoing continuous improvement

activities for both internal employees health and that of our

ECMcontractors.

Executive Committee sponsor:

Kate Danson – Chief Legal Officer

Link to Strategic Pillar:

Platform, People, Position

Principal risk interdependency:

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Going concern statement

The Directors have reviewed the Group’s cash flow forecasts,

including the assumptions contained in the budget, and

considered associated principal risks which may impact the

Group’s performance for the period to 31 January 2026.

The Group’s overall financial position is strong. Credit facilities

relevant to the review period comprise a committed £50.0 million

RCF (with the expiry date of July 2027) and an uncommitted

£30.0 million accordion facility, both jointly provided by HSBC

and Citibank. These facilities remained undrawn on 30 November

2024. A further uncommitted £5.0 million bank overdraft facility

is also held with HSBC. In addition, the Group has £69.7 million

of net cash and cash equivalents available to fund its short-term

needs, as well as a substantial working capital position, reflecting

net cash due to SThree for placements already undertaken. At

30 November 2024, the Group debt comprised primarily IFRS 16

lease liabilities of £39.8 million.

The RCF is subject to covenants that are measured biannually

in May and November, on a trailing 12-month basis, being (i)

net debt to EBITDA of a maximum of 3.0x and (ii) interest cover

of a minimum of 4.0x. The ratio of net debt to EBITDA at 30

November 2024 was nil, as no debt, other than lease liabilities

and small overdraft, was drawn at the year end.

In FY24, the Group’s trading performance declined against

the record prior year, driven by persisting challenging market

conditions, which have extended beyond the industry’s

expectations. The total Group net fees declined by 9%

YoY on a like-for-like basis, reflecting protracted soft new

placement activity across Permanent and Contract, partially

offset by ongoing strong Contract extensions. Despite market

uncertainties, the Group’s long-term prospects and competitive

positioning remain strong, underpinned by its strategic focus on

STEM and Contract, supported by a robust financial position and

significant operational enhancements gradually materialising via

our Technology Improvement Programme (TIP).

In this going concern assessment, the Directors tested the

Group’s forecast liquidity under a base case and two downside

scenarios considering the potential impact of three principal

risks: Macro-economic environment/cyclicality risk; Strategic

change management risk; and Commercial relationships and

customer risk. The Directors considered primarily the robustness

of the Group in the face of a prolonged macro-economic

downturn with limited net fee income benefit from the TIP. The

Directors also assessed the impact of continuing working capital

challenges as a result of the transition to new systems. For each

scenario, the forecast liquidity was positive and compliant with

the Group’s RCF covenants.

The base case forecast for the Group, being that arising over the

going concern assessment period to 31 January 2026. The key

assumption was an 11% decline in net fees in FY25 in comparison

to FY24, driven by reduced new placement activity and a 2% net

fee growth in FY26 based on Q4 FY25 placement average. This

was sensitised to reflect a plausible downside scenario and a

severe but plausible downside scenario on Group performance.

In the plausible downside scenario, the key assumption was a

14% decline in net fees in FY25, and a flat net fee growth in FY26

with no investment in sales headcount and cost base flexed only

for variable costs, such as commissions and bonuses, overall

resulting in reduced margins and operating profit.

In the severe but plausible downside scenario, the Group is

expected to have sufficient liquidity headroom through the

whole period covered despite the assumed 16% decline in net

fees in FY25 which is driven by 17% reduction in new Contract

placements and 12% reduction in Permanent placements.

A further 6% decline in net fees was forecast for FY26 with

no investment in sales headcount. This stress test did not

incorporate potential mitigating actions at the Board’s disposal to

improve the position identified by the analysis, such as deferrals

of capital expenditure, suspension of dividend payments and/or

share buyback programme, cash preservation initiatives, and a

number of further reductions in operating expenditure across the

Group primarily related to workforce costreductions.

Following this assessment, the Directors have formed a

judgement, at the time of approving the SThree Group

Annual Report and Accounts 2024, that there are no material

uncertainties that cast doubt on the Group’s going concern

status and that it is a reasonable expectation that the Group has

adequate resources to continue in operational existence for at

least the next 12 months from the date of approval of this Annual

Report and Accounts. For this reason, the Group continues to

adopt the going concern basis in preparing the Annual Report

and Accounts and Consolidated Financial Statements for the year

ended 30 November 2024.

Compliance information

Risk and Compliance Statements continued

Viability statement

In accordance with provision 31 of the UK Corporate Governance

Code 2018 (the Code), the Directors have assessed the

prospects of the Group over the five-year period, based on

management’s reasonable expectations of the financial position

and performance of the Group over this period, internal budgets,

medium-term targets and the potential impact of the principal

risks as documented on pages 84 to 89 of the Annual Report

andAccounts.

Assessment of prospects

The Group’s strategy is to deliver a sustainable and profitable

growth by focusing on four strategic pillars and building on the

favourable megatrends that influence all markets and sectors

we operate in. The Group has a clear framework for investments

in selective strategic initiatives and operational decisions made

to continue strengthening the Group’s market position into

the future. Our performance against our strategic objectives is

discussed in more detail on pages 26 to 29.

The review period covers five years from FY25 to FY29, which

comprise the next financial year plan used in the going concern

assessment and projections for the subsequent four financial

years. The Directors believe that the five years to November

FY29 is an appropriate period over which a reasonable evaluation

of the potential impact of future risk events on the Group can be

made. The viability period also aligns to:

– The impairment review process, where investments in

subsidiaries are tested based on five-year forecasts.

– The period over which the capital investment decisions

areappraised.

– The period over which the Group’s major strategic priorities

and plans have historically been considered (in line with the

long-term ambitions announced at the Capital Markets Day

inFY19).

Given our principal risks, the Directors believe that the ability

to assess the Group’s longer-term viability beyond this period

becomes increasingly reduced.

In this assessment, the Directors have reviewed the Group’s

current financial position, progress against the Group’s strategic

targets, resilience of the Group’s business model over the

long term (including the strategic focus on STEM), alongside

an evaluation of favourable market trends in areas such as

digitalisation and climate change and the long-term opportunities

they bring to us. The financial projections were based on the

following key assumptions:

– Key macro-economic data that could impact recruitment

activity and demand for our services and consequently our

revenues and net fees.

– Expected headcount retention rates and our ability to

dynamically change hiring decisions and other operational

spend in the light of trading conditions.

– Expected increase in productivity of sales teams (placements

per consultant) following a full roll-out of outputs delivered

under the Technology Improvement Programme.

– Changes in the Group’s working capital levels.

– Movements in foreign currency rates, tax rates and

interestrates.

– Impact of climate change risk and opportunities.

– Dividend per share.

The viability assessment focused mainly on the expected future

solvency of the Group in the event of three severe but plausible

scenarios that could threaten the viability of the Group. The key

assumptions in the Group’s five-year FY25–FY29 plan were

stress-tested to evaluate the potential impact on the Group’s

viability of certain principal risks, including the macro-economic

environment cyclicality, customer risk and strategic change

management, and an emerging risk of climate change. These

assumptions are summarised in the table on the next page.

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Modelled assumptions Link to risks

Base case

scenario

Decline in new placement activity in short term, followed by return to growth

inFY26

Reduction in demand impacting both Contract and Permanent businesses, with cost

base flexed only for variable costs, such as commissions and bonuses, with no other cost

mitigating actions assumed.

– 11% net fees decline in FY25 driven by reduced new placement activity based on FY24

average, with the expected recovery of working capital of circa £25 million.

– 2% net fees increase in FY26 based on the Q4 FY25 new placement activity average,

with sales headcount growth of 2.5%.

– 5% net fees increase from FY27 and sales headcount growth of 2.5%.

Macro-economic environment/

cyclicality risk

Strategic change management

Commercial relationships and

customer risk

Plausible

downside

scenario

Protracted challenging macro-economic conditions in FY25 and some positive

outlook expected towards the end of FY26

Negative impact on the Group’s sales volume resulting in reduced net fees and profits.

Flat headcount and higher labour costs, reducing operating profit conversion ratio. No

mitigating levers activated, except for variable staff costs.

– 14% net fees decline in FY25 driven by reduced new placement activity based on Q4

FY24 average, with the expected recovery of working capital of circa £15 million.

– Flat net fees in FY26 based on the Q4 FY25 new placement activity average, with

stable sales headcount YoY.

– 3% net fees increase from FY27 and sales headcount growth of 1.0%.

Macro-economic environment/

cyclicality risk

Strategic change management

Commercial relationships and

customer risk

Severe but

plausible

scenario

Prolonged severe macro-economic conditions in FY25 and FY26, followed by return

to growth in subsequent years

Reduction in contractor order book compounded by the lower volume of Permanent

opportunities. Significant negative impact on the Group’s sales volume resulting in reduced

net fees and profits. With flat headcount for two years in a row, inflating labour costs

and reducing operating profit conversion ratio. No mitigating levers activated, except for

variable staff costs.

– 16% net fees decline in FY25 driven by reduced Contract placement activity of 17%

and reduced Permanent placement activity of 12%. Based on equivalent downwards

movements experienced in FY20 vs FY19 when the global pandemic struck. No

recovery of working capital is assumed in FY25.

– 6% net fees decline in FY26 based on Q4 FY25 new placement average, with stable

sales headcount YoY.

– 3% net fees increase from FY27 and sales headcount growth of 1.0%.

Macro-economic environment/

cyclicality risk

Strategic change management

Commercial relationships and

customer risk

Based on the results of these scenarios individually and as a

cluster of events for Scenarios 1 and 2, the Directors are satisfied

that the Group would be able to respond to such circumstances

through various means which could include a reduction and

deferral of capital expenditure and further rationalisation and/or

restructuring of operations, to ensure that the Group continues

to meet its ongoing obligations. In addition, the Directors have

considered the fact that the Group operates in stable markets

and has the robust financial position of the Group, including

the ability to sell assets, raise capital and suspend or reduce the

payment of dividends.

Viability statement

Following this assessment, the Board can confirm that it has a

reasonable expectation that the Group will continue in operation

and meet its liabilities, as they fall due, over a viability horizon of

five years for the period ending 30 November 2029. In making

this statement, it is recognised that not all future events or

conditions can be predicted, and future assessments are subject

to a level of uncertainty that increases with time.

SThree non-financial and sustainability

information statement

The Group has complied with the requirements of Sections

414CA and 414CB of the Companies Act 2006 by integrating the

required non-financial and sustainability information disclosures

throughout the Strategic and Governance Reports. The table

opposite is intended to provide our stakeholders with references

where the key content on our development, performance,

position and the impact of our activities with regards to specified

non-financial matters can be found.

Non-financial matter

Relevant policies, standards and section of the

Annual Report

Annual Report page reference

A. Environmental

matters

– TCFD (governance and risk management)

– Our road to net zero carbon emissions

– Sustainability policies

– Climate-related financial disclosures, pages 68–81

– Emerging risks – climate change, page 71 and 83

– The role of the Board and its key decisions, pages 104–107

B. Employees – Our operating principles

– Global DE&I policy

– Health and safety policy

– Whistleblowing policy

– Data protection policy

– Bullying and sexual harassment policy

– Governance targets, see Summary of notices and policies

available online

– Strategic overview, People pillar, pages 34–38

– Employee engagement (how the Board engaged with SThree

employees), pages 108–113

– Gender Pay Gap Report 2023–2024 (online)

C. Social matters – Our community programmes aimed at building

and educating future generations of diverse

STEM talent

– Volunteering guidelines

– Corporate giving and fundraising policy

– Tax strategy for FY24 (online)

– Social targets, pages 62–63

– Governance targets, see Summary of notices and policies

available online

D. Respect for human

rights

– Our Code of Conduct

– Procurement process

– The Company’s Modern Slavery and Human

Trafficking Statement (online)

– Governance targets, see Summary of notices and policies

available online

E. Anti-corruption and

anti-bribery matters

– Anti-bribery and corruption policy

– Gifts, hospitality and charitable

contributionspolicy

– Governance targets, see Summary of notices

and policies available online

Description of principal

risks relating to matters

A–E above

– Risk management approach, pages 82–84

– Emerging risks – climate change, page 83

– TCFD Report, climate-related risks and opportunities, pages 68–81

Relevant information

Business model

description

– Our business model, pages 18–21

Description of

non-financial KPIs

– Key performance indicators, pages 26–29

– Our non-financial KPIs include:

– Under Platform strategic pillar: Carbon reduction

– Under People strategic pillar: Representation of women in leadership roles, Employee net promoter score (eNPS)

– Under Position strategic pillar: Number of lives positively impacted

1. Please note some of the policies are available on request from the Company Secretary.

Climate-related financial disclosures

In accordance with Sections 414CB of the UK Companies Act 2006, the required climate-related financial information disclosures can

be found integrated throughout the Strategic Report, primarily in the TCFD Report on pages 68 to 81.

A summary of key areas of disclosure is set out below:

Reporting requirement Further information

(a) Group’s governance for assessing and managing climate-related risks and opportunities Pages 69–70

(b) How climate-related risks and opportunities are identified, assessed and managed Pages 71, 83

(c) How processes for identifying, assessing, and managing climate-related risks are integrated into the overall Group risk

management framework

Pages 71

(d) Description of climate-related risks and opportunities, and time periods over which they are assessed Pages 72–77

(e) Impact of the climate-related risks and opportunities on the Group’s business model and strategy Pages 72, 83

(f) Analysis of the resilience of the Group’s business model and strategy (climate-related scenarios) Pages 78

(g) Targets used by the Group to manage climate-related risks and to realise climate-related opportunities Pages 66–67, 79–80

(h) Key performance indicators (including basis of calculating) used to assess progress against targets identified under (g) Pages 79–80

Risk and Compliance Statements continued

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Laser-focused

on delivering

a sustainable future

through STEM

Governance Report

96 Board of Directors

98 Chair’s governance statement

102 Our Board at a glance

104 Board roles and responsibilities

105 Our Board

108 Employee Engagement

114 Nomination Committee

119 Audit & Risk Committee

126 Directors’ remuneration report

130 Remuneration at a glance

131 Remuneration policy

138 Annual report on remuneration

150 Directors’ report

Governance Report Financial StatementsStrategic Report

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94 sthree.comSThree plc Annual Report and Accounts 2024

Experience

James Bilefield was appointed

to the SThree Board as Senior

Independent Director and

Chair Designate in October

2017, becoming Chair in

April 2018. He is Chair of

the Nomination Committee

and a member of the

RemunerationCommittee.

James is a Trustee of the

Science Museum Group,

the world’s leading group

of science museums and

was appointed as a Non-

Executive Director of the

Foreign, Commonwealth

& Development Office in

April 2024. He is also an

advisor to McKinsey &

Company, SystemIQ and

theCabinetOffice.

He managed the digital

transformation of media

group Condé Nast across

27 countries, scaled Skype’s

global operations as part of its

founding management team

and held senior management

roles at Yahoo! during its

major growth phase. Formerly

CEO of global advertising

technology company, OpenX,

he also co-founded the UK

local information business,

UpMyStreet, following an

investment banking career

at JP Morgan Chase.

James was previously a

Non-Executive Director of

MoneySupermarket.com,

stepping down in May 2022,

and Stagecoach Group plc,

stepping down in June 2022

following its acquisition and

subsequent delisting from the

London Stock Exchange.

Experience

Elaine O’Donnell was

appointed to the SThree

Board, the Remuneration and

Nomination Committees and

as Chair of the Audit & Risk

Committee in October 2022.

Elaine is the Senior

Independent Non-Executive

Director and Chair of the

Audit & Risk Committee of

both On The Beach Group

plc and The Gym Group plc.

Elaine qualified as a

Chartered Accountant at

PwC and then spent the

majority of her executive

career specialising in

corporate finance, latterly

serving as a partner in

Transaction Advisory

Services at EY. Throughout

her career, she has worked

extensively with global

businesses across a range of

market capitalisations and

industrysectors.

Elaine was previously Chair of

Games Workshop Group plc

and a Non-Executive Director

of Studio Retail Group plc.

Experience

Andrew Beach was

appointed to the SThree

Board in July 2021,

joining from Hyve Group

plc, a global exhibitions

business. As CFO he holds

full responsibility for the

financial strategy and

financial activities across

theSThreeGroup.

He is an accomplished CFO

with considerable experience

in listed companies. He has

global experience of business

transformation, funding

and M&A in fast-paced and

high-growth companies and

has extensive experience of

working alongside boards

and senior leadership

on company strategy

anddirection.

As CFO of Hyve, Andrew was

instrumental in leading the

company through a period

of significant transformation

and rapid international

growth, which resulted in its

promotion to the FTSE 250.

Previously, he held a number

of roles at Ebiquity plc,

joining as Group Financial

Controller in 2007 and

quickly being appointed as

CFO in 2008. In 2014 he was

promoted to Chief Financial

and Operating Officer.

Andrew trained and qualified

as a Chartered Accountant

with PwC, working with them

from 1998 until 2007.

Experience

Sanjeevan Bala was

appointed to the SThree

Board, the Audit &

Risk, Nominations and

Remuneration Committees in

April 2024.

Sanjeevan is a Non-Executive

Director and the Designated

Workforce Engagement NED

at Bakkavor Group plc, Co-

Chair of the Chief Data and

AI Office Board at Evanta, a

Gartner Company and on the

Advisory Board of DataIQ.

He is also a guest lecturer

at INSEAD Business School

where he teaches applied AI

to Global MBAstudents.

Sanjeevan has extensive

experience driving

customer-centric technology

transformation, having most

recently been responsible

for driving the digital data

and AI transformation of

the UK’s largest commercial

broadcaster and media

company, ITV plc as the

Group Chief Data and

AI Officer. Prior to this,

Sanjeevan was Head of

Data Science at Channel

4 and held senior roles at

Dunnhumby, a global leader

in Customer Data Science.

Sanjeevan has successfully

operated across a range of

sectors including media,

retail, financial services,

digital marketplaces

andtelecoms.

Experience

Imogen Joss was appointed

to the SThree Board, the

Audit & Risk, Remuneration

and Nomination Committees

in December 2022.

Imogen is Non-Executive

Director and Senior

Independent Director of

Fintel plc and Chair of its

Remuneration Committee,

and a Non-Executive

Director of XPS Pensions

Group PLC. Imogen is also

Chair of Grant Thornton UK

LLP, the accounting and

consulting firm, and a Non-

Executive Director of Envetec

Sustainable Technologies.

Imogen spent her executive

career working in senior

general management, sales

and marketing roles for a

range of information services

and other companies,

including the London Stock

Exchange Group plc and

S&PGlobal Inc.

Imogen was previously a

Non-Executive Director and

Chair of the Remuneration

Committee of Euromoney

Institutional Investor plc,

stepping down in November

2022 on completion of the

acquisition of Euromoney and

its delisting from the London

StockExchange.

Experience

Denise Collis was appointed to

the SThree Board, Nomination

Committee and Remuneration

Committee in July 2016.

Denise was appointed as

Chair of the Remuneration

Committee in September

2016, and became a member

of the Audit & Risk Committee

in April 2018. In October 2018

Denise was appointed Senior

Independent Director and, with

effect from 1 December 2018,

was appointed as Employee

Engagement NED.

Denise was previously a

Non-Executive Director and

Chair of the Remuneration

Committee at Smiths News

plc until stepping down after

nine years at their AGM in

January 2025. She was also a

Non-Executive Director and

Chair of the Remuneration

Committee of Emis Group

plc, until its acquisition and

subsequent delisting from

the London Stock Exchange

in October 2023. Prior to

this, she was Group HR

Director for 3i Group plc, and

most recently Chief People

Officer for Bupa. She has

extensive international Human

Resources and executive

committee experience, and

has also held senior roles at

EY, Standard Chartered plc

and HSBC. Denise is a Fellow

of the Chartered Institute of

Personnel and Development.

Denise will be retiring from the

Board in June 2025, having

served as a Non-Executive

Director for nine years.

Experience

Kate Danson joined SThree

in 2021. She is responsible

for leading the provision of

legal services, as well as

holding responsibility for

enterprise risk, business

integrity, health and safety

and insurance across the

SThree Group and is the PLC

Company Secretary. Prior

to joining, she was General

Counsel, Group at Johnson

Matthey plc, responsible for

leading the provision of legal

services across the global

group functions. She had

previously worked in a variety

of senior global roles within

JohnsonMatthey.

Kate brings a wealth of

knowledge and experience in

complex global legal, ethics

and compliance, business

and risk management issues.

She is a qualified solicitor and

started her career in private

practice at the international

law firm Ince& Co.

Kate completed a degree at

King’s College London before

studying at the College

of Law between 2002

and2004.

Experience

Timo Lehne was appointed

CEO in April 2022 having

joined the Board as interim

CEO and an Executive

Director on 1 January 2022.

Prior to this Timo was a

Senior Managing Director

with full responsibility for

the day-to-day running of

SThree’s largest region,

DACH, which comprises

Germany, Austria

andSwitzerland.

Timo studied International

Economics in the

Netherlands before joining

our Progressive Recruitment

business in Germany

as a sales consultant in

2006. He was appointed

Senior Business Manager

in Düsseldorf for SThree

in 2009, quickly turning it

into our fastest growing

business and growing the

city’s share of net fees within

the DACH region from 4%

in 2009 to 27% in 2012. He

was promoted to Senior

Sales Director in 2013,

taking joint responsibility for

the running of the overall

DACH business and in 2017

became Managing Director

for the region, where he was

responsible for the overall

DACH business of SThree

accounting for over 33% of

the Group’s revenue and

more than 1,000 employees

across ten locations.

Board of Directors

James Bilefield

Non-Executive Chair

Timo Lehne

CEO and Executive Director

Andrew Beach

CFO and Executive Director

Denise Collis

Senior Independent

Non-Executive Director and

Employee Engagement NED

Elaine O’Donnell

Independent Non-Executive

Director

Sanjeevan Bala

Non-Executive Director

Imogen Joss

Independent Non-Executive

Director

Kate Danson

Chief Legal Officer and

Company Secretary

Appointed: October 2017 Appointed: January 2022 Appointed: July 2021 Appointed: July 2016 Appointed: October 2022 Appointed: April 2024Appointed: December 2022 Appointed: May 2021

R A RNAR N A RN A RN

Committee membership

Audit & Risk Committee Nomination Committee

ChairRemuneration Committee

Strategic Report Governance Report Financial Statements

96 sthree.com 97

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Chair’s

governance

statement

I am pleased to introduce

SThree plc’s Corporate Governance

Report for the financial year

ended30November 2024.

Chair’s governance statement

James Bilefield

The Board continues to

shape and develop our

culture with a focus on

diversity and inclusion

and we have maintained

oversight of the Group’s

initiatives in this

importantarea.

James Bilefield

Chair

Key governance and oversight

activities since my last report:

– Review of the Board’s oversight of

culture, with focus on how it can better

assess and monitor culture to ensure

behaviours, policies and practices are

aligned with the Company’s purpose,

values and strategy.

– Continued focus on strategic

prioritisation, including monitoring the

progress and roll out of our Technology

Improvement Programme (TIP), and

associated change management.

– Monitoring performance of different

sales cohorts and the workstreams to

enable and increase efficiency of our

fee earners.

– Reviewing the global client strategy.

– Reviewing and approving the framework

for products and services, taking into

account regulatory and contractual risks

and approving new business models for

certain of ourcountries.

– Receiving updates from management

of key markets, including DACH, the

Netherlands, the US, the UK and Japan.

– Review of ESG activities, including

Non-Executive Director attendance of

ESG Committee meetings.

– The continued refresh of the Board,

appointing Sanjeevan Bala as a new

Non-Executive Director.

– Continued monitoring of our talent

acquisition strategy and DE&I metrics

and activities.

– Reviewed and set gender and ethnicity

targets for senior leadership.

– Direct engagement through investor

calls and meetings and feedback

following investor meetings.

– Approval of a new Code of Conduct.

– Approving new property leases in

several key cities.

– Progressing the actions from the

2023 Board effectiveness review and

conducting an externally facilitated

Board effectiveness review.

– Holding a number of Board

engagement sessions with

employeesfrom across our business

and providing the opportunity for

certain of those employees to attend

part of a Board meeting and give

theirfeedback.

– Receiving reports from the

designatedEmployee Engagement

NED on employee engagement

activityandoutcomes.

– Reviewing our Health and Safety

activities across the Group.

– Reviewed the Group’s

GovernanceFramework.

– Following the Q4 Trading Update,

considering and implementing a

£20million share buyback programme.

Compliance with the UK

Corporate Governance

Code 2018

The Board considers that the

Company has applied the principles

and complied with the provisions of

the Code throughout the year ended

30 November 2024.

Further reading: Read my introduction to

strategy on page 8.

Strategic Report Governance Report Financial Statements

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98 SThree plc Annual Report and Accounts 2024 sthree.com

Chair’s governance statement

continued

Dear Shareholder

This report sets out our

Governance Framework

and outlines key activities

undertaken during the year.

The SThree Board aspires

to adopt governance best

practice wherever possible

and our statement of

compliance with the UK

Corporate Governance Code

published by the Financial

Reporting Council (FRC) in

July 2018 (the Code) can be

found on page 99.

It is my responsibility as Chair to ensure

that the Group has sound corporate

governance and that the Board continues

to be effective. This is managed by

ensuring that the Group and the Board

are acting in the best interests of our

various stakeholders and making sure that

the Board discharges its responsibilities

appropriately. This includes creating the

right Board dynamic and ensuring that all

important matters, in particular strategic

decisions, receive adequate time and

attention at Board meetings.

Since my last report there have been two

changes to the Board composition. In April

2024 we said goodbye to Barrie Brien,

who retired after more than six years on

the Board to focus on his other professional

commitments. In the same month we

welcomed Sanjeevan Bala as a new

Non-Executive Director. Sanjeevan has

extensive experience driving customer-

centric technology transformation and is

already making a valued contribution to

theBoard.

As recently announced, Denise Collis

will be retiring from the Board at the

end of June 2025 upon reaching nine

years’ service. I am immensely grateful

to Denise for her significant contribution

and dedication since her appointment. In

addition to discharging her responsibilities

as Senior Independent Director and

Remuneration Committee Chair, Denise

embraced the role of being our first

Employee Engagement NED and has

been a champion and mentor for many

ofour colleagues in the business.

Denise’s retirement brings a number of

consequential changes which will be

announced in due course.

SThree has always been driven by core

business principles, led by a desire to add

value as a recruitment partner and play a

positive role in society.

Our purpose and culture demonstrate a

commitment to driving performance for

the Group’s long-term success and to

treating all clients, candidates, employees,

suppliers and communities with respect

as key stakeholders and partners in our

business. Our approach to stakeholder

engagement during the year is set out in

the Strategicreport.

As described in my report last year, the

Board has increased its focus on how the

Board shapes and monitors our efforts in

ESG. While the ESG Committee continues

to be a management committee, chaired

by the Chief Executive, Non-Executive

Directors now attend meetings on a

rolling basis. The enhanced focus on ESG

matters includes a dedicated quarterly

Board agenda slot.

As Chair I have had the pleasure of

visiting a number of our offices this

year. In March, the Board, together with

our Executive Committee, visited our

Glasgow office and held an all-employee

townhall meeting as well as spending

time with the local management team

and senior leaders. We also had the

opportunity to hear from members of

our future female leaders programme:

‘Identify’, and to attend the closing

ceremony of this year’s cohort.

In June, the Board had the pleasure of

visiting our vibrant Amsterdam business.

I have also had the opportunity to travel to

our offices in Germany and in October I

visited a number of our US sites including

New York, San Diego and Houston,

spending time with both management and

our broader employeepopulation.

In October of this year I joined fellow

Directors in attending our global

leadership conference in London where

attendees focused on our strategy, the

highlight of which was a panel event

with a selection of our customers, as

we continue to put our customers at the

centre of our business.

The Board continues to shape and

develop our culture with a focus on

diversity and inclusion and we have

maintained oversight of the Group’s

initiatives in this important area. Further

information on diversity and gender

pay can be found in the Strategic

progresssection.

Finally, I would like to take this opportunity

to thank all of our stakeholders for their

support during this year. I, along with

the Board, am available to respond to

any questions on this report or any of

our activities both now and at the 2025

Annual General Meeting.

James Bilefield

Chair

27 January 2025

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James Bilefield Timo Lehne Andrew Beach Denise Collis Elaine O’Donnell Imogen Joss Sanjeevan Bala

Our Board at a glance

Governance Framework

Board and Committee structure

Skills Matrix

SThree plc Board of Directors

Chaired by James Bilefield

Skill AreasExperience

Audit & Risk

Committee

Chaired by

Elaine O’Donnell

Remuneration

Committee

Chaired by

Denise Collis

Nomination

Committee

Chaired by

James Bilefield

Disclosure

Committee

Chaired by the

Chief Legal Officer and

Company Secretary

Executive Committee

Established under the authority of the Chief Executive Officer

Chaired by Timo Lehne

Group Risk

Committee

Chaired by the

Chief Legal Officer and

Company Secretary

ESG

Committee

Chaired by the

Chief Executive Officer

Finance and

Administration

Committee

Chaired by the

Chief Financial Officer

Board Committees

Other Committees

Strategy &

Transformation

Finance

Risk Management

People & Culture

Marketing

Tech & Cyber

Security

Data

ESG/Responsible

Business

Commercial

Sector

Technology,

Publishing,

Financial

Services

Staffing,

Professional

Services

Events

Services,

Marketing

Services and

Accountancy

Healthcare,

Professional

Services,

Financial

Services

Consumer,

Leisure,

Professional

Services,

Ecommerce,

Retail

Media, Retail,

Financial

Services,

Health,

Education,

Telecoms

Business

Information,

Professional

Services

International

UK, US,

Europe

UK, US,

Europe, Asia

UK, US,

Europe,

Middle East,

Asia

UK, Americas,

Europe,

Middle

East, Asia,

Australasia

UK, Europe,

North

America and

Australasia

UK, North

America,

Europe, APAC

UK, Europe,

Middle

East, North

America,

APAC

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Board roles and responsibilities Our Board

Chair

Senior Independent Director

Chief Executive

Non-Executive Directors

Chief Financial Officer

Company Secretary

The Chair is responsible for ensuring an

effective Board. This requires a culture

of mutual respect, openness, debate and

constructive challenge.

The Chair encourages open communication

and constructive working relations between

the Executive and Non-Executive Directors.

He also seeks to ensure that the Executive

Directors are responsive to constructive

challenge on their proposals by the

Non-Executive Directors.

The Chair ensures that SThree maintains

effective communications with our

shareholders, communicating the views of

shareholders to the Board so that all Directors

develop an understanding of the views of the

major investors in the Group.

In addition, he also ensures the Board listens

to the views of the workforce, customers and

other stakeholders, especially in the context of

principaldecisions.

With the assistance of the Company Secretary,

the Chair sets the Board’s agenda, ensuring

adequate time is available to discuss all

agenda items. To facilitate constructive Board

discussion, the Chair ensures there is a timely

flow of high-quality, accurate, clear information.

The Senior Independent Director’s role is

to provide a sounding board for the Chair,

to act, if necessary, as a focal point and

intermediary for the other Non-Executive

Directors and to ensure that any key issues

that are not being addressed by the Chair or

the executive management are taken up. The

Senior Independent Director and the Chair

maintain a regular dialogue regarding current

issues. The Board recognises that, should

any significant issues arise which threaten

the stability of SThree or its Board, the Senior

Independent Director may be required to

work with the Chair or others or to intervene

to resolve them.

The Senior Independent Director is available

to shareholders should they have concerns

which have not been resolved from

contact through the normal channels of the

Chair, Chief Executive or other Executive

Directors or if the normal channels may

be inappropriate. The Senior Independent

Director is also available to attend meetings

with major shareholders to listen to their

views in order to help develop a balanced

understanding of their issues and concerns.

The Senior Independent Director is

responsible for leading the annual appraisal

of the Chair’s performance and plays an

important role by ensuring there is an orderly

process for succession to the role of Chair

ofSThree.

Our Chief Executive has day-to-day

management responsibility for running

the Group’s operations, for implementing

the Group’s strategy as approved by the

Board, for applying Group policies and

for promoting the Company’s culture and

standards, including those on governance. He

has the broad authority from the Board to run

the Company and he is accountable for, and

reports to the Board on, how it is performing.

Our Chief Executive also has a key role in the

process for the setting and review of strategy.

In addition, he ensures that the Executive

Directors’ views on business issues and views

from the workforce on relevant issues are

shared with the Board in a balanced way.

There is a clear division between the Chair’s

responsibilities for running the Board and

the Chief Executive’s role for the running of

thebusiness.

This division of responsibilities is established

in a written statement.

The role of our Non-Executive Directors is

to scrutinise management’s performance in

meeting agreed goals and objectives and to

monitor how that performance is reported.

They must also be satisfied with the integrity

of the Group’s financial information on the

effectiveness of financial controls and risk

management systems. As members of the

Board, the Non-Executive Directors bring

independent judgement and a range of

experience to the Board and therefore have

a key role in constructively challenging in

all areas. This is vital to the independence

and objectivity of the Board’s deliberations

and decision making and is particularly

important in helping develop proposals

on strategy. The Chief Executive and the

other Executive Directors welcome, and are

responsive to, constructive challenge by the

Non-Executive Directors on their proposals.

The Non-Executive Directors’ role is to

support the decisions that have been taken

and to support the executive team in their

delivery. Non-Executive Directors also play

an important part in supporting the Chair

and the Executive Directors in embracing

and representing the Company’s culture,

values and standards within the Board and

throughout SThree. The Non-Executive

Directors are responsible for determining

appropriate levels of remuneration for

the Executive Directors and have a prime

role in appointing and, where necessary,

removing Executive Directors, and in

successionplanning.

The CFO is responsible for the management

of the Finance function. He leads the Group’s

finance activities, finance risks and controls,

Group funding arrangements and the Investor

Relations function. As a Director, the CFO’s

responsibilities extend beyond the Finance

function to include the whole of the Group’s

operations and activities, supporting the CEO

in the delivery of the corporate strategy.

The Company Secretary reports to our Chair

on Board governance matters and together

they keep the efficacy of the Company’s

and the Board’s governance processes

under review. The Company Secretary is

responsible for advising and keeping the

Board up to date on all legislative, regulatory

and governance matters and developments.

The Company Secretary’s responsibilities

also include ensuring good information flows

within the Board and its committees and

between senior management and Non-

Executive Directors. The Company Secretary

facilitates Board inductions and assists with

professional development as required. The

Company Secretary’s advice, services and

support are available to each Director.

Board and Committee attendance

The Board has established various

Committees, each with clearly defined

Terms of Reference, procedures and

powers. The Terms of Reference for

the Audit & Risk, Remuneration and

Nomination Committees are reviewed

regularly and are aligned closely with the

UK Corporate Governance Code. They

are available at www.sthree.com.

In addition to the scheduled Board

meetings held during the year, the Board

met for a dedicated strategy session and

ad-hoc meetings as required. The number

of scheduled Board meetings held, and

attendance at each, is set out in the table

below. All Directors attended the Annual

General Meeting. Attendance at each of

the Committee meetings can be found

in the Audit & Risk, Remuneration and

Nomination Committee reports.

Should Directors be unable to

attend meetings due to unavoidable

commitments, full Board packs are

distributed and separate dialogue held

with the Chair on all matters of relevance.

Further details of each Committee are

contained in the Remuneration, Audit &

Risk and Nomination Committee sections

of this Annual Report and Accounts.

Director

Scheduled Board

meetings attended

James Bilefield 8/8

Timo Lehne 8/8

Andrew Beach 8/8

Denise Collis 8/8

Barrie Brien 2/2

Imogen Joss* 7/8

Elaine O’Donnell 8/8

Sanjeevan Bala 6/6

* Did not attend a Board meeting due to a

priorcommitment.

Note: Sanjeevan Bala joined the Board after the AGM

held on25 April 2024 and Barrie Brien stepped down.

Composition of the Board

The Board comprises a balance of

Executive and Non-Executive Directors

who bring a wide range of skills, experience

and knowledge to its deliberations. The

Non-Executive Directors fulfil a vital role

in corporate accountability and have a

particular responsibility to ensure that

the strategies proposed by the Executive

Directors are fully discussed, constructively

challenged and critically examined, not

only in the best long-term interests of

shareholders, but to also take account of

the interests of customers, employees and

other stakeholders. The Non-Executive

Directors are all experienced and influential

individuals and through their mix of skills

and business experience, they contribute

significantly to the effective functioning of

the Board and its Committees. This ensures

that matters are fully debated and that no

one individual or small group dominates the

decision-making process.

Directors have a wide range of experience

of various industry sectors relevant to

the Group’s business and each member

brings independent judgement to bear in

the interests of the Company on issues

of strategy, performance, resources and

standards of conduct. The Board is of

sufficient size to match business needs

and members have an appropriate and

varied range of skills, vital to the success

of the Group.

The composition and performance of the

Board and each Committee is evaluated

at least annually to ensure the appropriate

balance of skills, expected time

commitment, knowledge and experience,

and the Directors can therefore ensure that

the balance reflects the changing needs

of the Group’s business and is refreshed if

necessary. Board members feel a strong

cultural affinity with the Group, engaging

fully as a committed team and in a wide

variety of activities with our employees

around the globe, whether it be an office

visit, or presentation by management.

The Nomination Committee report

gives further information on activity in

this regard, including changes in Board

composition, succession planning and

diversity and inclusion activity.

Excluding the Chair, the other

Non-Executive Directors have been

determined by the Board throughout the

year as being independent in character

and judgement with no relationships

or circumstances which are likely to

affect, or could appear to affect, each

Director’sjudgement.

The Board has a Non-Executive Chair,

who is not classed as independent

because of his position but who met

theindependence criteria set out in

theCode on appointment. At least half

the Board is comprised of Non-Executive

Directors determined by the Board to be

independent, as required by the Code.

The role of the Board

Our Board’s role is to provide leadership

of the Company and direction for

management. It is collectively responsible

and accountable to our shareholders

for the long-term sustainable success

of the Group, for generating value for

shareholders, contributing to wider

society and for ensuring the Group is

appropriately managed and operates

responsibly, with effective controls, as it

pursues its objectives.

The Board reviews the performance

of management and the operating and

financial performance of the Group

as a whole. In particular, the Board

is responsible for establishing the

Company’s purpose and values and

setting strategy, determining risk appetite,

ensuring appropriate risk management

and internal controls are in place, ensuring

good governance, decision making and

promoting the desired culture. The Board

also ensures that plans are in place for

orderly succession for appointments to

the Board and to senior management, so

as to maintain an appropriate balance of

skills and experience within the Company

and on the Board.

In order to carry out its work, the Board,

which usually meets formally eight times

a year, agrees an annual agenda plan to

ensure all necessary matters are covered

and to allow sufficient time for debate

and challenge. In particular, the Board has

sought to ensure there is sufficient time to

discuss strategy so that the Non-Executive

Directors have a good opportunity to

challenge and help develop strategy

proposals. The Board also takes time to

review past decisions where necessary.

At Board meetings, the Board receives

and considers papers and presentations

from management on relevant topics.

Effective review and decision making

are supported by providing the Board

with high-quality, accurate, clear and

timely information, including input from

experts and independent advisers where

necessary. The Board seeks to work

in the best interest of SThree plc and

itsstakeholders.

Certain powers are delegated to the

Remuneration Committee, Audit &

Risk Committee and Nomination

Committee, with details of the roles and

responsibilities of these Committees

being set out under the relevant sections.

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Division of responsibilities

In order to facilitate more efficient

working practices there are agreed

Terms of Reference for the Board’s

main Committees and for the Group’s

management committees, including

an Executive Committee, a Disclosure

Committee, a Group Risk Committee,

an ESG Committee, and a Finance

and Administration Committee, all of

which provide a clear framework of

delegatedauthorities.

The Board is responsible to shareholders

for the proper management of the

Group and has identified key financial

and operational areas that require

regular reporting and which enable the

performance of senior management to

be reviewed and monitored. These are

set out in a schedule of matters reserved

for the Board, which is reviewed on a

regularbasis.

The schedule outlines all matters

requiring specific consent of the Board,

which include the approval of Group

strategy, operating plans, annual budget,

the Annual Report and Accounts, the

Interim Report, trading updates, major

divestments and capital expenditure,

meaningful acquisitions and disposals,

the recommendation of dividends and

the approval of treasury, tax and risk

management policies.

The schedule therefore facilitates

structured delegation, subject to certain

financial limits, and provides a practical

framework for executive management

and reporting, which seeks to achieve

the objectives of maintaining effective

financial and operational controls, whilst

allowing appropriate flexibility to manage

the business. The current schedule of

matters reserved for the Board, which has

been incorporated into a new Corporate

Governance Framework, is available on the

Company’s website at www.sthree.com.

Information and support

Board and Committee meeting papers

are circulated well in advance of the

relevant meeting and where a Director

is unable to attend he/she is provided

with a copy of the papers and has the

opportunity to comment on the matters

underdiscussion.

The Company Secretary helps to ensure

information flows between the Board and

Committees, as well as senior individuals

across the Group and Non-Executive

Directors, and appropriately advises the

Board on governance matters.

Directors have access to the advice and

services of the Company Secretary, who

is responsible to the Board for ensuring

that its procedures are complied with

and to assist in arranging any additional

information as required. The appointment

and removal of the Company Secretary is a

matter reserved for the Board as awhole.

Directors are entitled to obtain

independent professional advice at the

Company’s expense, on the performance

of their duties as Directors. All Committees

are serviced by the Company Secretary’s

team and are appropriately resourced.

Section 172 duties, including link

topurpose, values and culture

Directors must act in the way they

consider, in good faith, would be most

likely to promote the success of the

Company for the benefit of its members

as a whole, and in doing so have regard

(amongst other matters) to the:

– likely consequences of any decision

inthe long term;

– interests of employees;

– need to foster business relationships

with suppliers, customers and others;

– impact of operations on the community

and the environment;

– desirability of maintaining a reputation

for high standards of business

conduct;and

– the need to act fairly as

betweenmembers.

As a purpose-driven organisation, this

also drives our approach to values and

culture to help deliver on our strategy.

Board and Committee meeting attendees

are reminded of these duties at the start

of each meeting, including considering

the long-term impact of decisions, whilst

aiming to uphold the highest standards

ofgovernance.

The issues, factors and stakeholders that

the Board considers relevant to complying

with Section 172 are set out in the Section

172 statement.

Engagement with shareholders

and constructive use of our AGM

As a listed plc, engagement with

shareholders is given a high priority

as part of a comprehensive Investor

Relations programme. The Company

produces Annual and Interim Reports for

shareholders and the Company’s website

contains up-to-date information on the

Group’s activities, investor presentations

and published financial results.

There are regular meetings with

institutional shareholders and analysts

following key trading updates and

throughout the year on an ad hoc basis,

whilst ensuring that price sensitive

information is released consistently and

atthe same time to all, in accordance

withbest practice market rules.

There is also dialogue on specific issues,

which this year included the application

of the remuneration policy and general

governance matters. In between trading

updates, there is continued dialogue

with the investor community by meeting

key investor representatives, holding

investor roadshows and participating

in conferences. Investor sentiment is

regularly relayed to the Board, whilst

meetings between management and

debt providers, principally the Company’s

banks, also take place periodically.

The Chair, Senior Independent Director

and other Non-Executive Directors are

available to discuss governance, strategy

or other issues, or should there be matters

of concern that have not been, or cannot

be, addressed through the Executive

Directors. During the year, both the Chair

and Senior Independent Director were

available to shareholders, with the Chair

and Company Secretary offering separate

investor meetings to discuss governance

matters ahead of the AGM.

Views of analysts, brokers and institutional

investors are sought on a non-attributed

basis via periodic sentiment surveys

and these, as well as regular analyst

and broker publications, are circulated

to all Directors to ensure that they

develop a full understanding of the views

ofshareholders.

Any issues or concerns are raised and

discussed by the Board, and Directors

routinely receive regular reports on share

price, trading activity and sector updates.

The Board views the AGM as an

opportunity to communicate with

private and institutional investors alike

and welcomes active participation. The

Company proposes a separate resolution

on each substantially separate issue and

the proxy appointment forms for each

resolution provide shareholders with the

option to direct their proxy to vote either

for or against any resolution or to withhold

their vote.

The Company’s registrars ensure that all

valid proxy appointments received for the

AGM are properly recorded and counted

and a schedule of proxy votes cast is

made available to shareholders attending

the meeting. There is also full disclosure of

the voting outcome via the London Stock

Exchange and on the Company’s website

as soon as practicable after the AGM.

All Board members attended the

AGM and the Chairs of the Audit &

Risk, Nomination and Remuneration

Committees are available to answer

questions. The Notice of AGM is

posted at least 20 working days prior

to the date of the meeting and the

Company’s website contains copies of

allNoticesissued.

Engagement with employees

and stakeholder influence in

decisionmaking

The Board is committed to engaging

with employees to better understand the

Company’s culture, challenges and issues.

On a rolling cycle, the Board engages

with employees from one region ahead

of a Board meeting, without Executive

Directors present. These meetings are

designed to coordinate with Board

reviews for the relevant region, to enable

a holistic understanding of the experience

of our people in the workplace, in

addition to the strategic and operational

perspective of regional management.

Across the year, the Board has therefore

met collectively with employee groups

from a number of our key markets,

including Japan, Germany, the

Netherlands, the UK, Spain and the US.

Denise Collis was appointed in December

2018 as the designated NED responsible

for employee engagement, to gather

views from employees and ensure that

these are brought into the boardroom.

In carrying out this role, Denise has met

with a diverse range of employees, at all

levels of seniority, whilst also engaging

with Group and local HR teams. See the

separate ‘Employee engagement’ section

for details on Denise’s engagement with

employees across the SThree Group

during the course of 2023/2024.

To ensure the continuing success of

the Group in setting strategy, making

decisions and addressing principal risks,

key stakeholders are considered as part

of the business model and value chain.

The Board’s annual programme, reviewed

each year, is designed to ensure the

voice of each stakeholder group is heard,

either directly, (e.g. by inviting customers

to meet Board Directors) or indirectly,

(e.g. through independent surveys

or management reports). The Board

oversees and challenges the executive on

stakeholder engagement and its influence

on strategy by including appropriate

direct or independent assessments,

(e.g. investor or client/customer survey

feedback), it also ensures appropriate

stakeholder management processes are

in place (e.g. by facilitating escalation

procedures and complaints/grievance

mechanisms (such as whistleblowing)

which are also appropriately reviewed or

audited, as needed.

Our Board continued

The composition and

performance of the

Board and each Committee

is evaluated at least

annually to ensure the

appropriate balance of

skills, expected time

commitment, knowledge

and experience.

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Employee engagement

Keeping close to our people, amplifying their voice,

demonstrably listening and, most importantly of all,

acting on their suggestions and concerns, has never

been more important. We are moving at pace and we

want no one to be left behind.

Denise Collis

Senior Independent Non-Executive Director

Employee

engagement

A strong commitment to

employee engagement is

now deeply embedded in

the fabric of how we run the

business. Although I am the

Non-Executive Director (NED)

responsible for bringing the

voice of our people into the

boardroom, the collective

involvement of the Board as a

whole has been a consistent

thread throughout the course

of the year.

Over the past twelve months, I have held

three focus groups: one in Glasgow, one

in Amsterdam and one in London. I have

also had many more informal catch-ups,

whether that be through my involvement

in Identify, our advancement of women

programme, or via office visits.

This has been a challenging time for our

people as they have worked tirelessly in

challenging market conditions. We are

also in the midst of an ambitious change

agenda as we accelerate the roll-out of

the Technology Improvement Programme

(TIP). At every level of the organisation,

how we organise ourselves and how we

work is rapidly evolving and there will

not be a single person whose employee

experience has not been touched by this.

It is an exciting time, but also a tough ask.

Building upon the approach taken in

recent years, I have attempted to achieve

a mix of sessions, ranging from those that

were more general in content to those

that looked to home in on a particular

area of focus. Last year I was keen to

hear from those who had been at the

vanguard of the roll-out of our TIP. At

that stage, we had launched in only one

office, Houston, Texas. Hearing directly

from both local employees and those

in the central technology team enabled

us to gather rich, insightful input. As a

consequence, business leaders were

able to make speedy and focused

interventions. Of course, abundant

feedback was already being shared, but

my involvement as a neutral, impartial

observer, operating one step back,

allowed foradifferentperspective.

In February this year, I met with members

of the Glasgow Core Functions team,

manyof whom were involved with the

TIP.This highlighted a theme which has

been prevalent throughout the year,

namely the challenges of balancing

transformation work with business

as usual. In Amsterdam, I had the

opportunityto meet with participants

whowere immersed in the planning phase

before the forthcoming roll-out of TIP in

September. Overall, there was a feeling

of momentum within the business and

connectivity across it.

In October, most senior leaders

across SThree gathered for our annual

leadership conference. This provided a

great opportunity for me to meet with a

broad cross section of people and cover

important topics. These included the roll-

out and adoption of our new Values and

our investment in leadership development

programmes. We also considered

the impact of the challenging trading

conditions, productivity improvements

and the importance of collaboration. One

cultural challenge was how we keep the

balance between nurturing the SThree

entrepreneurial spirit whilst realising

the benefits of everyone pulling in the

samedirection.

There are a number of features of our

approach to employee engagement

that have proved highly successful and

we have repeated these this year. We

continued to provide dedicated time at

Board meetings to discuss my findings

and then consider recommendations

and next steps. We have also reviewed

employee survey results, which has

allowed for deeper analysis and more

targeted actions. As in previous years,

there has been a strong correlation

between the two sources of input. This

reinforces our view that our people feel

free to express themselves, whether

providing direct or anonymous feedback.

Last year, we decided to invite two

focus group participants to observe the

employee engagement session at the

November Board meeting. The intention

was to bring even greater openness and

transparency, and for these individuals

to see for themselves the seriousness

with which the Board received the key

messages. Despite the intention for

‘observation’, it didn’t take very long for

this to transition into ‘participation’. It was

a measure of our culture that all in the

room were able to engage and contribute

in such a professional, constructive but

also informal manner. The session this

year followed the same blueprint and we

have invited those present to share their

experience in this report.

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Employee engagement continued

As referenced above, employee

engagement continues to be a whole

Board activity. My fellow NEDs have

continued to join my sessions and I

have been delighted to have the fresh

perspective and informed contribution of

Sanjeevan Bala who joined the Board this

year and holds the NED engagement role

at Bakkavor Group plc. During each Board

meeting we hold a videoconference

session with senior managers from the

geographic area that we are due to

discuss in depth, without the leader being

present. This has provided us with another

lens into the location and has enhanced

the subsequent geographic review.

We place great store on accountability

and over the next two pages (112 to 113)

we set out our rolling Action Plan that

reports back on the feedback we have

received and the action that we have

either taken or are planning to take.

When a point was made in the focus group, Denise would

probe to gain more insight but without judgement. It felt

like an easy and open environment. I could then see my

specific feedback written in the Board report which gave me

confidence it would be acted upon. It was really interesting

to be part of the Board discussion and know that within all

the pressing matters they had to review, the voice of the

employee was prioritised and of genuine interest.

Faith

Sales

I was impressed during

the focus group session

with how Denise put her

finger on the important and

urgent topics. It was also

great for me to understand

how other people reflected

on the changes and issues

in the business. I felt very

much part of the Board

engagement discussion

and it struck me how the

Directors knew where to

place emphasis and what

questions to ask. They

really tried to uncover and

understand how to improve

employee engagement.

Steven

Marketing

This is a living document, frequently

referred to throughout the year, that helps

us to assess the progress we have made

and plan next steps.

I continue to be impressed by the

openness, honesty and constructive

tone of our people. They are fearless

in expressing their views, whether

encouragement and endorsement, or

critique or concern, and their passion for

the business continues to shine through.

Next year, I will be retiring from the Board

having served nine years so this will be

my last report to shareholders. It has been

an honour and pleasure to have held the

role of Employee Engagement NED and

to have had the chance to get to know

and build relationships with so many truly

remarkable people.

Denise Collis

Senior Independent Non-Executive Director

27 January 2025

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FY23/FY24 feedback Action taken during FY24 or planned for FY25

Improve onboarding and

new starter understanding

of the business and roles.

We have redesigned and piloted our sales onboarding programme to set new recruiters up for success,

and techniques now include AI role play learning. Sales onboarding will be rolled out during FY25.

A core functions onboarding programme and improved new starter experience is being scoped out to

provide joiners with a better understanding of the business.

Support core function

personal development

andcareer growth.

The Global Grade framework will be relaunched across the business with enhancements following

the third anniversary of the initial roll-out. The business will be presented with clear descriptions of the

competencies and skills required at each grade across job families. This relaunched framework will

support career development and rewards in a more robust and understandable way.

Personal Development Planning and Career Conversation training is being rolled out into FY25 with

learning modules for managers and team members.

There is an opportunity

with the roll-out of the

new sales performance

management process to

help managers develop

their skills in coaching

underperformers

and conducting

difficultconversations.

The new sales performance management process, which is aligned to the new behavioural framework,

will be rolled out in FY25 and supported by skills training, HR Business Partner training and learning

toolkits. We will start with bootcamp sessions for senior directors. These will focus on the performance

management process, coaching skills and how to hold conversations about target setting, giving

feedback and handling difficult topics. This content will then be rolled out by the Senior Directors and

Learning & Development (L&D) teams to sales managers during the first half of FY25.

Develop a wellbeing

offering with emphasis

onmental health.

We shall enhance our wellbeing offering, in line with our Thrive pillars, focusing on achieving good

financial, mental and physical health for all our people. A clear communication plan will be developed to

ensure wellbeing is promoted effectively and in a timely fashion using all forms of internal resources and

communication, including townhalls and City Heads, in order to increase engagement.

We shall combine short- and long-term support with preventative approaches to help our colleagues

thrive at work. That will involve utilising the Global Benefits Network to continuously review wellbeing

priorities to ensure alignment to SThree core Values. Resources and support from current external

providers will be made available via the Reward Gateway Platform and local country equivalents.

Continue to strive

for a diverse and

inclusiveculture.

We completed our third cohort of Identify, our talent accelerator programme for women with the

potential to progress to leadership roles. 72 women have now completed the programme.

We also launched an internal women’s network which hosts quarterly events to raise awareness and build

knowledge surrounding relevant career topics.

Regional Identify alumni action plans are in place to share programme learnings more broadly with other

women in the business.

We shall continue to embed our diversity data collection initiative in the UK and US to ensure we have

ethnicity data to deliver evidence-based actions in FY25.

Improve the office

environment, enabling

better collaboration

whilst supporting

hybridworking.

Our future office property redesign programme is investing in our office spaces to deliver environmental

improvements and support hybrid working. During FY24 we delivered a variety of projects across

our global portfolio. Each time, major priorities were encouraging collaboration and facilitating

hybridworking.

In FY25, we will review our strategy and workspace design guidance, considering ESG and DE&I along

with other strategic priorities. We will also listen to what our people tell us about their workspace

preferences in order to deliver places that inspire teams to be their best selves and deliver their best work.

Employee engagement continued

FY23/FY24 feedback Action taken during FY24 or planned for FY25

Further develop internal

communications and

audience segmentation.

Having run the internal communication survey in the first quarter of the year, we have continued to build

on its feedback.

After successfully onboarded our new digital tool, the Poppulo Harmony Platform, we can now segment

and target audiences with relevant communications more easily. A greatly improved measurement

dashboard gives us far better insights into effectiveness.

To best understand how we can support employees in achieving their goals through communication, we

first listen to them. Focus groups are being held across our regions and the internal communication survey

will return in FY25.

Support leaders with

tools and materials to

cascade communications

in a timely, structured and

consistent way.

We want to enable our leaders to be effective communicators. From January 2025 we will build on

the strong foundations already in place by introducing targeted leadership calls for our sales and core

function populations. We will also be working with leaders to understand the current blockers to

communication, helping them to overcome these to ensure that the relevant messaging reaches everyone

in the organisation.

Deepen understanding and

connection to our Purpose.

Clear articulation of our Group priorities drives engagement. So, at the start of all regional townhalls, our

CEO leads from the front, reiterating our strategy.

We continue to embed our Game-Changer vision across the Company achieving high levels of resonance

with employees. Our culture is evolving as we roll out our new Values and show how they align with our

strategic ambitions. We shall integrate Values into performance assessments over the coming months and

build alignment across functions that have shared objectives.

Bring the new Company

Values to life through

storytelling and

communications, e.g.

showcasing success

stories of building

partnerships.

We have woven our new Values into global and regional communications, from Executive

communications and Top 100 leader calls to newsletters and intranet stories. Our aim is that we learn from

each other. We therefore showcase our Values through case studies of our people and share examples or

how our employees live by the Values every day.

Increase the training

and guidance for

managers to help their

people cope with

ongoing change arising

from the Technology

ImprovementProgramme.

The change management programme we have established includes communications, training and

support to ensure successful adoption and embedding of the Technology Improvement Programme (TIP)

so that our people engage with it and the full benefits are realised. A change network involves everyone,

at all levels throughout the business. Communication channels include leadership updates, all-colleague

townhalls, dedicated briefing documents and regional, as well as local, engagement. We also have a

dedicated Transformation Hub which contains a wealth of information and material related to both our

programme and TIP solutions. Our new AI-driven application, ‘AskSThree’, provides instant answers to

specific questions.

The TIP has an agile delivery approach, with ongoing enhancements. The addition of these features is

prioritised based on insights, feedback and business value. The initial version deployed in the US in FY23

has been significantly enhanced since then and we have a consolidated roadmap to continue improving

the platform as we complete our global roll-out through FY25.

Continue to invest in

leadership development,

leadership communities

and networks.

We will continue to invest in our leadership population, building capability to get the best out of our

workforce. We have three programmes running with two key partners: Deloitte and the University

of St.Gallen School of Management. Deloitte develops high-performing team skills in our Executive

Committee to match our organisational ambitions so we become gamechangers in STEM. Deloitte also

works with our talent pipeline programme, developing transformational leadership amongst our most

senior 100 people. The St. Gallen programme, also for our Top 100 talent pipeline, focuses on strategic

sales capability.

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Nomination Committee

Nomination

Committee

SThree’s purpose is to bring

skilled people together to

build the future. That

future-focus and long-term

thinking also applies to how

our Nomination Committee

keeps our Board’s

composition under review

and ensures we have robust

succession plans in place.

James Bilefield

Nomination Committee Chair

Committee meetings held

James Bilefield (Chair) 3/3

Denise Collis 3/3

Elaine O’Donnell 3/3

Imogen Joss 3/3

Sanjeevan Bala 1/1

Barrie Brien 1/2

The Committee complies with the requirement to have

a majority of independent Non-Executive Directors.

Further reading: Full biographies are available

on pages 96 to 97.

Immediately following the AGM we

welcomed Sanjeevan Bala as a new

Non-Executive Director. Sanjeevan has

extensive experience driving customer-

centric technology transformation and

is already making a valued contribution.

With Sanjeevan’s appointment I am

pleased to confirm that we now meet

the target under the UK Listing Rules

and Parker Review that the Board have

at least one member from a minority

ethnicbackground.

As previously announced, Denise Collis,

who was first elected to the Board in

2016, will be standing down as our Senior

Independent Non-Executive Director,

Chair of our Remuneration Committee

and Employee Engagement Director at

the end of June 2025. I am immensely

grateful to Denise for her significant

contribution and dedication since her

appointment. In addition to discharging

her responsibilities as Senior Independent

Director and Remuneration Committee

Chair, Denise embraced the role of being

our first Employee Engagement NED,

and has been a champion and mentor for

many of our colleagues in the business.

As part of the continuous refreshing of the

Board we have commenced a search for a

new independent Non-Executive Director.

Summary of Terms of Reference

The Committee’s Terms of Reference are,

broadly, to regularly review the structure,

size and composition (including the skills,

knowledge, experience and diversity) of

the Board, make recommendations with

regard to any changes and to review

and prepare relevant job descriptions for

new appointees, as well as ensuring the

continuing development of, and adequate

pipeline into, the Executive Committee for

succession and bench strength purposes.

Summary of core Committee

activities carried out since

lastreport:

– Oversaw the Board and senior

management succession plans.

– Oversaw the composition and

effectiveness of the Board and

Committees, with diversity a

keycriteria.

– Oversaw the search, and

recommendation of appointment of

anew Non-Executive Director.

– Reviewed and recommended gender

and ethnicity targets for senior

leadership to the Board.

– Commenced the search for a new

independent Non-Executive Director.

Dear Shareholder

I am pleased to present to you

the Nomination Committee

report. The report provides

underlying detail on the

Committee and its activities

during the year, in compliance

with the UK Corporate

Governance Code (the Code).

SThree’s purpose is to bring skilled people

together to build the future. That future-

focus and long-term thinking also applies

to how our Nomination Committee keeps

our Board’s composition under review

and ensures we have robust succession

plans in place, to safeguard the delivery

of our strategy and ensure the long-term

success of the Company.

Since my last report there have been

two changes to the Board composition.

Asreported last year, Barrie Brien, who

had served on the Board since September

2017, retired and did not seek reelection

at our Annual General Meeting in April

2024, allowing him to focus on his other

professional commitments.

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Nomination Committee continued

Selection and Induction of

Sanjeevan Bala

Sanjeevan Bala was recruited in 2024,

joining the Board after the AGM held

on 25 April 2024.

As part of the Committee’s

succession planning, the Chair led

the search for a new Non-Executive

Director to replace Barry Brien with

the Senior Independent Director.

The search process was supported

by Russell Reynolds, an independent

executive search consultant which

has no connection with the Company

other than facilitating in the search for

senior management.

Upon appointment to the Board, each

Director engages in a comprehensive

induction programme which is

tailored to their individual needs.

Sanjeevan’s programme included:

– initial meetings with fellow

Directors for discussion of

keymatters;

– meetings with Executive

Committee members with

responsibilities for key regions

andcountries;

– meetings with the Chief Legal

Officer and Company Secretary

covering an overview of legal

framework applicable to

directors of UK-listed companies,

and an overview of Risks and

processes around identification

andreporting;

– meetings with the Head of

Business Integrity and DPO,

various senior representatives of

our commercial and technology

teams and the Global Director

ofRisk and Insurance; and

– attending our London senior

leadership conference.

In addition, key strategic, financial

and governance documents

were provided to Sanjeevan in

anelectronic reading room.

Succession planning and diversity

The Committee periodically reviews

Board composition to ensure that the

Code provisions regarding diversity, over-

boarding, Chair tenure and Remuneration

Committee Chair experience are all

complied with. In November 2024,

the Committee considered Board

membership and the need to continually

refresh the composition of the Board

on a gradual basis, taking into account

the length of service of current

Boardmembers.

All Directors are subject to annual

re-election, although Non-Executive

Directors are typically expected to serve

for an initial term of three years, which,

in normal circumstances and subject to

satisfactory performance/re-election at

each AGM, is automatically extended

annually. Non-Executive Directors will

normally serve no longer than nine years,

subject to review as part of the AGM re-

election process and their agreement. The

Company’s Articles of Association also

contain provisions regarding the removal,

appointment and election/re-election

ofDirectors.

In our 2021 Report, we confirmed that

the Committee had agreed plans to

achieve a Board, by 2024, with a minimum

of 40% female representation and at

least one individual from a non-white

minority ethnic background. Last year we

confirmed that we met the FCA’s Board

Diversity target to have in excess of 40%

female representation on the Board and

that Denise Collis, who is our Senior

Independent Director, was considered to

hold a senior Board position. This year I am

pleased to report we have met the FCA’s

target of having at least one Director from

a non-white minority ethnicbackground.

The Board acknowledges the importance

of diversity in its broadest sense in the

boardroom. In April 2024, a formal Board

Diversity Policy was approved which

applies to the Board and its Committees.

The Policy aims to promote a diverse

and inclusive membership on the Board

and outlines objectives supportive of the

FCA Listing Rules, FTSE Women Leaders

Review and Parker Review. In filling any

vacancy, consideration will be given

to the combination of demographics,

experience, skills, race, age, gender,

education and professional background

and other personal objectives needed to

support good decision making. The Policy

is reviewed annually as part of the review

of the Governance Framework to make

sure it remains fit for purpose.

The Board is aware of the Parker Review

objective for FTSE350 companies to set

a target for ethnic minority representation

at UK based senior management level.

SThree is committed to achieving a target

of 18% of UK senior management roles

being held by individuals from an ethnic

minority by 2027.

The Board continues to monitor

management’s efforts to achieve its

short-term target of 40% of women

in leadership. The Group has a global

Diversity, Equity and Inclusion policy

which applies to everyone who works

at SThree, whether on a permanent

or temporary basis, in any of our

businesses worldwide, which was

viewed and refreshed before approval

by the Nomination Committee in

November2024.

Board and executive management

gender and ethnicity metrics

The following metrics set out the range

of gender and ethnicity as they relate to

our Board and executive management

as at 30 November 2024. Executive

Management is considered to be our

Executive Committee, which includes

our Chief Executive and Chief Financial

Officer. The process by which diversity

data was collected was, where permitted

by relevant laws, to contact relevant

individuals and ask them how they

identified using the categorisations

set out in the Listing Rules. Where we

already held gender or ethnicity data for

executives, with consents in place to use

it for reporting on an anonymous basis,

we used that data.

The data is used for statistical reporting

purposes and is provided with consent.

The data in the tables below is as at 30

November 2024 and there have been no

changes in the period between then and

the date of this report.

Further information on gender balance

of those in senior management and their

direct reports can be found on page 36.

Commitment

For Board vacancies, the Nomination

Committee approves a detailed job

specification, which sets out the

indicative time commitment expected.

Potential Director candidates are required

to disclose any significant outside

commitments prior to appointment and

must undertake that they have sufficient

time to meet these, in addition to

Company business.

Upon joining, each Director receives a

formal appointment letter which identifies

their responsibilities and expected

minimum time commitment, which is

typically two to three days a month.

These letters are available for inspection

at the Company’s registered office,

orbycontacting cosec@sthree.com.

Development

At scheduled Board and Committee

meetings, Directors receive detailed

reports from management on the

performance of the Group or specific

areas of focus and responsibility.

Non-Executive Directors may visit the

Group’s sales offices or other locations

in order to join staff members and other

stakeholders from different geographic

areas to discuss current initiatives.

Board and executive management gender

Number of

Boardmembers

Percentage of

theBoard

Number of senior

positions on the

Board (CEO, CFO,

SID and Chair)

Number in

executive

management

Percentage

of executive

management

Men 4 57% 3 7 70%

Women 3 43% 1 3 30%

Not specified/prefer not to say – – – – –

Board and executive management ethnic background

Number of

Boardmembers

Percentage of

theBoard

Number of senior

positions on the

Board (CEO, CFO,

SID and Chair)

Number in

executive

management

Percentage

of executive

management

White British or other White (including minority-white groups) 6 85.71% 4 10 100%

Mixed/Multiple Ethnic Groups – – – – –

Asian/Asian British 1 14.29% – – –

Black/African/Caribbean/Black British – – – – –

Other ethnic groups, including Arab – – – – –

Not specified/prefer not to say – – – – –

Directors are aware of their

responsibilities and are briefed on

relevant regulatory, legal, governance

or accounting matters periodically, as

required. Directors also attend external

seminars on areas of relevance to their

role in order to facilitate their professional

development, whilst Non-Executive

Directors also use external insights from

their own development networks to

support the management team. These

measures help to ensure that the Board

continues to develop its knowledge of

the Group’s business and get to know

senior management, as well as promoting

awareness of responsibilities. Executive

Directors are encouraged to accept

external appointments in order to broaden

their experience, although currently no

such positions are held.

Induction arrangements are tailored for

new appointments to ensure that these

are appropriate to each role, depending

on previous experience. Details of the

induction of Sanjeevan Bala are set out on

page 116.

Directors and other Senior Executives are

invited to attend analyst briefings and our

Investor Briefing Series of presentations.

As part of the annual Board evaluation

process, the Chair assesses any training

and development needs in respect of

individual Directors.

James Bilefield

Chair

27 January 2025

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Nomination Committee continued

Board evaluation

Each year, the Board reviews

performance and effectiveness,

including that of its committees

and individual Directors, to identify

areas for improvement and

ensure it is well placed to provide

constructivechallenge.

For the two years prior to this reporting

period, we have carried out internal

reviews of the Board’s effectiveness,

facilitated by the Company Secretary

and Chair and, in relation to the

Chair’s performance, by the Senior

Independent Director. This year, we

again commissioned Elaine Sullivan of

Manchester Square Partners (MSP), an

independent consultant, to carry out

an externally facilitated review of Board

effectiveness. This was the second

review by MSP, which carried out their

first review of SThree in 2021. Other

than carrying out this evaluation, MSP

has no other connection with SThree.

Once again, the Chair provided a

comprehensive brief to MSP and

thereview was undertaken during

thelatter half of 2024.

MSP had access to Board and

Committee papers and observed

the September Board meeting.

Individual interviews were conducted

with all seven Board Directors and

with the Chief Legal Officer and

CompanySecretary.

MSP prepared a report based on their

observations and the information

compiled from their discussions.

Following discussions with the Chair,

Elaine Sullivan presented the report to

theBoard in October.

The report covered a number of

areas,including:

– Strategy Development and Review,

andStrategic Priorities.

– Operational Challenges, Perceived

Risks and Risk Management.

– Relationship with Stakeholders.

Finance and Key PerformanceIndicators:

– Talent Management, Leadership

Development and Succession Planning.

– Culture, Values and Purpose.

– Board Role, Modus Operandi

andDynamics.

– Board Value Add.

– Board Composition, Succession

andEngagement.

– Board Committees.

We were pleased MSP felt the Board was

functioning well and found governance to

be strong. The report observed that the

Board was highly professional and effective,

with good levels of commitment to the

success of the business and its people,

with an open, honest and collaborative

dynamic and appropriately challenging.

There was clarity and alignment on

the role of the Board over the coming

years, providing challenge, support and

guidance for executives and there was a

shared understanding of the immediate

strategic priorities. The decision-

making processes work well and Board

processes are effective, efficient and

thorough. The Board Committees also

worked well. Based on MSP’s review,

the Board agreed a number of areas

for focus and action which will further

support our continuous development.

Themes of the 2024 Review included:

– Ensuring the Board adequately hears

the voice of the customer.

– Ensuring a clear Board succession

plan is in place to meet the needs of

theCompany.

– Balancing oversight of current

commitment with ensuring adequate

time is spent on longer-term

strategicareas.

– Monitoring, tracking and assessing

progress on People and Culture.

Actions arising from 2022/2023 review Progress and insight

Continued monitoring of the Company’s TIP as it is rolled out. Updates continue to be presented at each Board meeting as the

programme is rolled out.

Enhanced focus on productivity and performance management

tohelp deliver growth.

Placements per head and other key metrics presented to Board.

Rollout of Attitude/Input/Result performance management to

salesstaff.

Reviewing and monitoring the approach to talent and

successionplanning.

Regular updates to the Board.

Audit & Risk Committee

Audit

& Risk

Committee

Committee meetings held

Elaine O’Donnell (Chair) 4/4

Sanjeevan Bala 3/3

Barrie Brien 1/1

Denise Collis 4/4

Imogen Joss 4/4

Further reading: Full biographies are available

on pages 96 to 97.

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119SThree plc Annual Report and Accounts 2024

All of these were fully considered by

the Committee in light of the latest

FRCguidance.

Having reviewed the content of the

Annual Report and Accounts, the

Committee considers that, taken

as a whole, it is fair, balanced and

understandable and provides the

information necessary for shareholders

to assess the Company’s and the Group’s

performance, business model and

strategy. In reaching this conclusion the

Committee considered the processes

and controls in place, including liaising

as necessary with external advisers and

Committee Chairs.

Committee composition

andexperience

The Committee consists of Elaine

O’Donnell (Chair), Denise Collis,

Imogen Joss and Sanjeevan Bala.

BarrieBrien retired from the Committee

on 25April2024. Sanjeevan Bala was

appointed as a Director of the Company

on25 April 2024 and joined the

Committee on the sameday.

The Board is satisfied that as Chair, I have

extensive, recent and relevant financial

experience and that the Committee,

taken as a whole, is considered to have

appropriate sector knowledge in addition

to broad Board experience.

James Bilefield continues to attend

meetings by invitation, as does the Chief

Executive Officer, Chief Financial Officer,

Chief Legal Officer & Company Secretary,

the external auditors, Director of Group

Risk, Insurance and Health & Safety, Head

of Internal Audit and certain Finance

function heads.

The Committee’s principal

responsibilities

– To monitor the integrity of the

Consolidated Financial Statements of

the Group and any announcements

relating to financial performance.

– To review significant financial reporting

issues and judgements.

– As requested by the Board, to advise

whether, taken as a whole, the Annual

Report and Accounts is fair, balanced

and understandable and provides the

information necessary for stakeholders

to assess the Group’s performance,

business model and strategy.

– To review the Group’s internal financial

controls, internal control and risk

management systems and reporting,

including supporting the Board in

overseeing risk management activity,

advising on risk appetite and assessing

material breaches of risk controls.

– To monitor and review the

effectiveness of the Group’s Internal

Audit function.

– To agree the external auditors’

engagement terms, scope, fees

and non-audit services, to monitor

and review the external auditors’

effectiveness and associated

independence and recommend

re-appointment to the Board

andshareholders.

– To review arrangements by which the

Group’s employees may raise concerns

about possible improprieties in financial

reporting or other such matters and

ensuring appropriatefollow-up.

– To monitor and review the activities

and priorities of the Group’s Risk

function and the Risk Committee.

– To assess procedures for detecting

fraud and preventing bribery.

– Where requested by the Board,

to advise on proposed strategic

transactions, including conducting

duediligence appraisals and focusing

on risk aspects.

Dear Shareholder

As Chair of the Audit & Risk

Committee, I am pleased

to present, on behalf of

the Board, its Audit & Risk

Committee report, prepared

in accordance with the UK

Corporate Governance

Code (the Code). This Report

explains the Committee’s

responsibilities and how it

hasdelivered on these.

The Audit & Risk Committee assists

the Board in carrying out its oversight

responsibilities regarding the Company’s

financial and corporate reporting, risk

management and internal controls

and in overseeing the relationship with

the external independent auditor. This

report sets out how the Committee has

discharged its responsibilities during

the year and, in relation to the financial

statements, the significant issues it

considered and how they were addressed.

Significant focus is placed on

key accounting judgements and

estimates, which underpin the financial

statements,namely:

1. Revenue recognition.

2. Provisions for impairment for trade

receivables and contract assets,

otherwise referred to as ‘allowance

forexpected credit losses’.

3. The impairment of investment

insubsidiaries.

4. Accounting and disclosure of Interim

and Final Dividend payments.

5. Adopting the going concern basis of

preparation of the financial statements.

Audit & Risk Committee continued

Summary of core Committee

activities carried out during

theyear:

– Approved the annual Committee

programme/cycle of work.

– Reviewed and recommended to the

Board the full and half-year financial

results for publication.

– Approved the external audit plan and

reviewed the audit results.

– Reviewed the on-boarding,

performance, independence and

effectiveness of the external auditors.

– Reviewed any non-audit services

provided by the external auditors.

– Reviewed the risk management

and controls framework and its

effectiveness through oversight

and reporting from the Group Risk

Committee and Director of Risk,

including on control effectiveness

of operational risks across global

operations teams, and considered

the implications of the FRC’s 2024

UK Corporate Governance Code

(2024Code).

– Considered the Code requirements

concerning fair, balanced and

understandable reporting.

– Reviewed the Company’s going

concern and long-term viability

statements, including the impact of

climate change on the business.

– Reviewed and discussed the Group’s

position in relation to cyber-risk.

– Considered the risks of generative

AItechnologies.

– Reviewed the output of Group Risk

Committee meetings.

– Conducted an annual review of

progress against the business integrity

areas forming part of SThree’s

compliance programme and reporting

on investigations conducted in the

course of the year.

– Considered new legislation and

governance developments relevant

tothe role of the Committee.

– Recommended the Audit & Risk

Committee report for approval by

theBoard.

– Held discussions with the external

auditors and Head of Internal Audit

without management present.

– Approved the Internal Audit Charter,

the Internal Audit plan and reviewed all

reports/findings.

– Reviewed the effectiveness of the

Internal Audit function and considered

the External Quality Assessment of the

Internal Audit function.

In July 2024, we were notified that our

FY23 Annual Report and Accounts had

been subject to a routine review by the

Financial Reporting Council’s (FRC)

Corporate Reporting Review team.

The FRC sought clarification on the

recognition and disclosure of the FY22

interim dividend £6.4 million, which

was declared in July 2022 but only

paid to shareholders at the start of the

subsequent financial year (8 December

2022). The response by the Company to

the request for information was discussed

with me in my capacity as Chair of the

Audit and Risk Committee and with the

Company’s previous auditors, PwC, and

current auditors, EY, prior to responding to

the FRC. Additionally, details of the query

raised, and subsequent correspondence

with the FRC and the Company’s

responses were also considered by the

Committee. As noted on pages 173 to

174 of this annual report, this review

resulted in the correction of the prior year

presentation of amounts relating to this

dividend in the Group’s Consolidated

Statement of Cash Flows. The FRC

has closed its enquiries. Additionally,

the Company has agreed to enhance

disclosures in a small number of areas in

response to the review. The Committee is

satisfied that the proposed enhancements

have been appropriately incorporated in

this annual report.

We recognise that the FRC’s review was

based on the Group’s Annual Report

and Accounts for the year ended 30

November 2023 and did not benefit from

detailed knowledge of the Company’s

business or an understanding of the

underlying transactions entered into. The

FRC’s role is not to verify the information

provided, but to consider compliance with

reporting requirements. Therefore, given

the scope and inherent limitations of their

review, it would not be appropriate for the

Company or any third party, including but

not limited to investors and shareholders,

to infer any assurance from the FRC’s

review that SThree Group FY23 Annual

Report and Accounts was correct in all

material respects.

The FRC’s ‘Audit Committee and the

External Audit: Minimum Standard’ was

published in May 2023. The Committee

considers that it has met the requirements

of the Standard.

Significant issues, judgements

and estimates relating to the

financialstatements

The significant issues, judgements and

estimates considered by the Committee

for the year ended 30 November 2024

are set out in the following table. The

Committee discussed these matters with

management and found the accounting

treatment and presentation thereof

complete and accurate.

In addition, the Committee and the

external auditor discussed the significant

issues addressed by the Committee at the

audit planning stage and on completion of

the audit. Further details can be found in

the independent auditors’ report on pages

160 to 162.

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Audit & Risk Committee continued

Matter considered Audit Committee action

Revenue recognition

Significant estimation is required in determining

a portion of the Group revenue recognised in

exchange for provided service for which no

timesheets have been received on or before the

reporting date. The key estimation uncertainty arises

from determining the historical shrinkage rate in

relation to Contract assets at the reporting date.

– Reviewed the key assumptions applied by management in the calculation of the

shrinkage rate in relation to Contract assets at the reporting date.

– Reviewed how management considered current Group’s trading performance versus

prior years, in particular the Group’s growing strategic focus on Contractbusiness.

– Satisfied itself that the assumptions and the changes to those assumptions when

compared with the year ended 30 November 2023, were appropriate.

Provisions in respect of recoverability of trade

receivables and contract assets, otherwise

referred to as ‘allowance for expected

creditlosses/(ECLs)’

The allowance for ECLs is determined in a

four-step process. First, the individual accounts

receivable exposures are grouped based on credit

risk specific to each group, e.g. geographical

location or solvency status. In the second and

third step, management determines the historical

collection pattern and loss rates for each group

of exposures. In the final fourth step, forward-

looking factors are considered to determine

impact of possible market developments on the

collection pattern of open exposures, and, where

appropriate, the loss rates areadjusted.

The sum of loss rates multiplied by the outstanding

exposures build the total amount of the ECL.

– Reviewed the revised methodology of determining the loss rates which drive the value of

the ECLs.

– Reviewed data sources used by management to identify and evaluate clients with

high risk of credit losses. In particular, critically reviewed the use of, and its ongoing

appropriateness to SThree, the Dunn & Bradstreet credit tool to identify clients with a

‘severe’ or ‘high-risk’ rating.

– Discussed with management and evaluated the depth of the credit team’s knowledge of

payment behaviours and severity of the operational challenges in collecting cash, both

highly relevant when determining loss rates and forward-looking factors, the two most

critical elements of an allowance for ECLs.

– Evaluated management’s reports on ongoing challenging macro-economic environment,

current frequency of insolvencies across the portfolio, and current pattern of cash

collections in FY24.

– The Committee has considered the judgements applied by management and the output

of the subsequent audit work.

– After thorough discussions with management and the auditors, the Committee satisfied itself

that the revised method of the ECL calculations is aligned with the IFRS 9 ECL principles.

Impairment of investments in SThree

plc’ssubsidiaries

The Group has operations in several countries

across the globe. These operations are subsidiaries

of the parent Company, SThree plc. As set out in

the accounting policies (note 11 Investments), every

year management performs an assessment of

whether there are any indicators of impairment of

SThree plc’s investments in its subsidiaries.

– Considered key areas of judgement applied by management in this assessment. In particular,

evaluated the use of and its appropriateness to this assessment, the Group’s medium-term

forecasts at the Operating Unit Profit level developed for all SThree’s trading operations.

– Critically evaluated the application of Operating Unit Profit as a key financial metric

when assessing the financial health and prospects of each trading subsidiary which was

subject to this assessment.

– Received an update on the current trends in the macro-economic environment within

which key trading subsidiaries operate.

– Received and reviewed the revised trading forecasts, which were significantly reduced

when compared with the prior year, and which triggered a more detailed impairment

assessment; the investments recoverable amounts were re-estimated, being the higher

of an investment’s ‘fair value, less costs of disposal’ and ‘value in use’.

– Agreed to the partial write-off of the UK investment, which resulted in the impairment

charge of £46.5 million recognised in the Company’s accounts (see note 11 Investments).

– Agreed to the overall conclusion of no impairment for all non-UK investments, which

benefitted from significant headroom in their recoverable amounts that accumulated in

prior years, and absorbed a negative impact of the reduced trading forecasts.

– Agreed to the write-off of one small, no longer significant investment, in East Asia due

to discontinued operations. The £0.2 million charge impacted the financial results of a

holding company, one level below SThree plc.

Adopting the going concern basis of

preparation of the financialstatements

– Reviewed and, where relevant, challenged the assumptions applied by management in

the forecast models which underpin the going concern and viability statements.

– Reviewed the appropriateness and relevance of the severe but plausible stress tests to

ensure that the Group has adequate liquidity and is compliant with the bank covenants

throughout the relevant periods.

– Reviewed the management’s work in conducting a robust assessment of the risks facing

the Group, their potential impact, how they were being managed.

– Agreed with management that it is appropriate that the Group continues to apply the

going concern basis for the preparation of the financial statements and recommended to

the Board to approve the viability statement.

The above significant issues and judgements relating to the financial statements are also set out in note 1 Basis of preparation and

consolidation on page 175.

External auditors

Responsibilities in relation to

externalauditors

The Committee places great importance

on the quality, effectiveness and

independence of the external audit. As

reported last year, EY was recommended

for appointment as SThree’s statutory

auditors following a thorough tender

process. The appointment was

subsequently ratified by shareholders at

the 2024 Annual General Meeting.

During the year, the Committee carried

out each of the following:

– Recommended the appointment

of EY as external auditors for the

financial year ending 30 November

2024, for subsequent ratification

of their remuneration and terms of

engagement by shareholders.

– Reviewed and monitored the external

auditors’ independence and objectivity

and the effectiveness of the audit

process, taking into consideration

relevant UK professional and

regulatoryrequirements.

– Reviewed the policy on the

engagement of the external auditors

and supply of non-audit services.

This policy sets out a ‘whitelist’ of

permitted non-audit services, lists

examples of prohibited services, sets

out typical audit-related services,

their award and approval, explains the

cap on non-audit services which can

be billed, and sets out reporting and

independenceprovisions.

Appointment, objectivity

andIndependence

The Committee and the external auditors

have safeguards in place to ensure

that objectivity and independence

are maintained. The Committee also

considers independence taking into

consideration relevant UK professional

and regulatory requirements. EY did not

provide any non-audit services in the year

under review.

Performance and tendering

During the year, the Committee reviewed

performance and fees and met with both

the outgoing external auditors, PwC, and

incoming external auditors, EY without

management present. The Committee

carried out a further review of the

performance of EY after the year end.

EY were appointed as SThree’s external

auditors in 2024 following a competitive

tender process. Nicola McIntyre is the

lead engagement audit partner.

The Committee considers that the

Company has complied with the

Competition and Markets Authority’s

Statutory Audit Services for Large

Companies Market Investigation

(Mandatory Use of Competitive Tender

Processes and Audit Committee

Responsibilities) Order 2014 for the

financial year under review.

Framework used by the Committee

to assess effectiveness of the

external audit process

The Committee has adopted a broad

framework to review the effectiveness

of the Group’s external audit process

and audit quality which includes:

assessment of the audit partner and team

with particular focus on the lead audit

engagement partner; planning and scope

of the audit, including a dedicated audit

planning afternoon, with identification

of particular areas of audit risk; the

planned approach and execution of the

audit; management of an effective audit

process; communications by the auditors

with the Committee; how the auditors

support the work of the Committee;

how the audit contributes insights and

adds value; a review of independence

and objectivity of the audit firm; and

the quality of the formal audit report

toshareholders.

Feedback is provided to both the

external auditors and management

by theCommittee and its attendees,

basedon the above, with any actions

reviewed by the Committee.

The effectiveness of management in

the external audit process is assessed

principally in relation to the timely

identification and resolution of areas of

accounting judgement, the quality and

timeliness of papers, analysing those

judgements, management’s approach

to the support of independent audit and

the booking of any audit adjustments

arising, as well as the timely provision of

documents for review by the auditors and

the Committee.

Policy on non-audit work

The Committee sets clear guidelines on

non-audit work, which is only permitted

where it does not impair independence

or objectivity and where the Committee

believes that it is in the Group’s best

interests to make use of built-up

knowledge or experience. Such work

has included services required due to

legislation and assurance work or other

specialist services. The Committee

continuously monitors the quality and

volume of this work, fees incurred, as well

as independent safeguards established,

in order to consider whether to use

other firms and continues to use such

firms to provide general tax advice or for

otherprojects.

The policy aligns with regulations to

prohibit a number of non-audit services,

whilst also meeting FRC Ethical Standards

and FRC guidance, to clearly set out:

– which types of non-audit work are

allowed/prohibited;

– the types of work for which external

auditors can be engaged without Audit

& Risk Committee referral, provided

such services fall below £25,000 and

are not specifically prohibited; and

– for which types of work Committee

Chair referral is needed, i.e. which are

above £25,000.

Under the policy, the external auditors are

required to seek approval in advance of

starting work on any assignment within

the Group.

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Audit & Risk Committee continued

Fees paid to external auditors

foraudit and non-audit work

The Committee reviewed the fee

structure, resourcing and terms of

engagement for the external auditor, EY,

who was appointed as the new Group

auditor in FY24. The total audit fees

for the current year were £1,248,000.

For comparison, the amounts paid to

the former external auditor, PwC, for

the audit services in the past two years

were as follows: FY23: £1,128,000,

FY22:£925,000.

In FY24, EY did not provide any non-audit

services to the Group. In the prior year,

total billed non-audit services provided

by the former external auditor, PwC, were

£14,000, representing just 1% of total audit

and non-audit fees.

Further information on the fees payable to

the auditors for the audit of SThree plc’s

financial statements is set out in note 3

of the Group’s Consolidated Financial

Statements on page 180.

Risk management, internal

controls, key focus areas

andviability

The Committee supports the Board in its

overall responsibility for risk management

activities and implementing policies

to ensure that all risks are evaluated,

measured and kept under review by way

of appropriate KPIs, as part of the Group’s

ERM framework. Information on both risk

management activities and associated

controls assessments are reported to

the Committee through the Group Risk

Committee and escalated to the Board

where appropriate.

Presentations from both functional and

regional senior management across the

business are provided to the Board to

further develop information, understanding

and debate on risks and the relevant

controls in place. Specific consideration

is also given by both the Committee and

the Board to areas such as the Group’s

cyber-risk profile and the mitigations in

place and the Group’s data protection risk

profile and the data protection programme

activities and plans. Activities include

monitoring of the effectiveness of the

Group’s risk management and internal

control systems in order to safeguard

shareholders’ investments and the Group’s

assets and, at least annually, carrying

out a robust assessment of risks and the

effectiveness of associated controls. No

significant failings or weaknesses were

identified fromthis review.

Significant progress was made in further

maturing the Company’s system of

internal controls, risk management

and policies. Areas were identified that

could be strengthened to drive a future-

proofed, appropriately resourced and

fully compliant system of internal control

and corporate governance policies.

Management established a process for

regular self-assessment style attestation

by risk, relating to internal controls over

financial reporting and their owners. The

Committee works closely with the Chief

Financial Officer, Chief Legal Officer &

Company Secretary, Director of Risk,

Internal Audit team and external auditors

to ensure that any potential material

misstatement of risks are identified

and targeted in terms of the overall

audit strategy and that audit resources

andtheefforts of the engagement

teamare correctly allocated. This helps

to ensure the effective planning and

performance of the external and Internal

Audit teams, focused on risk, and has

resulted in a continued improvement in

processes andcontrols over recentyears.

A key focus of the Committee has been

considering the enhancements that will be

required in respect of our risk and controls

framework, risk management reporting

and oversight for Group Risk and Internal

Controls, to ensure that we can report on

the effectiveness of all material controls

by FY 2027, in accordance with the

requirements of the 2024 UK Corporate

Governance Code amendments.

Internal Audit

Internal Audit continues to play an integral

role in the Group’s governance and risk

management processes and provides

independent assurance to the Committee

on compliance with its policies and

procedures. The function carries out

a wide variety of audits including

operational as well as ad hoc and project-

based reviews and fraud investigation.

The Committee oversees and monitors

the work of Internal Audit, which carries

out risk-based reviews of key controls

and processes throughout the Group on

a rolling cycle, including resources, scope

and alignment with principal risks and

effectiveness of the function. The Head

of Internal Audit has direct access to the

Committee and meets regularly with both

the Committee and its Chair without

management present to consider the

work programme, which is approved in

advance by the Committee.

At the start of each year, an annual

Internal Audit plan is presented for the

Committee to agree, after appropriate

review and challenge. For 2024, the

programme was again focused on

addressing both financial and overall risk

management objectives across the Group,

with reviews carried out, findings reported

to the Committee, recommendations

tracked and their closure monitored.

The reviews undertaken by Internal

Audit during the reporting period and

throughout the financial year identified

that the system of internal controls is

partially adequate and/or effective.

The Internal Audit team, working with

theGroup’s risk and compliance function,

has continued to enhance the risk

management framework and work with

managers across the globe to further

develop and embed the risk framework

and methodology at a local level, whilst

also ensuring that the Internal Audit plan

isclosely aligned to risk.

Senior management are invited to present

to the Committee, from time to time, to

report back on progress against agreed

Internal Audit actions and other risks in

their area of responsibility.

The Committee ensures that the

Group’s Internal Audit function remains

at an appropriate size and skill mix for

the business, and firmly believes that

this function remains effective and

continues to add significant value. The

Internal Audit activity partially conforms

with the International Standards for

the Professional Practice of Internal

Auditing. During the year an External

Quality Assessment of Internal Audit was

undertaken by independent reviewers

approved by the Chartered Institute of

Internal Auditors. While the assessment

was positive overall, noting that the

team delivers audit fieldwork of good

quality, the function is developing a

quality assurance and improvement

programme to further enhance the

function’seffectiveness.

Group Risk Committee

The Group Risk Committee was

createdin 2018, with agreed Terms of

Reference, and a regular reporting slot at

each Audit & Risk Committee meeting.

The Terms of Reference were updated in

2024. Under the Governance Framework,

Management incorporates discussions

on risk in Country and Regional meetings

and the half-yearly strategic reviews

conducted for each country, so as to

ensure that risks are fully incorporated

into business activities and decisions and

strategic planning.

The output of these discussions is

reported back to the Group Risk

Committee. The Group Risk Committee

meetings consider a range of risks

identified, their materiality and the

progress of mitigating actions/projects in

terms of their successful implementation

and their likely effectiveness in reducing

risk in line with Group appetite, on a

regular basis, and reports in to both the

Executive Committee and the Audit &

Risk Committee on these. The Chair of the

Committee meets regularly with the Head

of Risk without management present.

Fraud and cyber risks

The Committee reviews the

proceduresfor the prevention and

detection of fraud in the Group and has

also closely monitored improvements

to cyber security protection in the light

of increasing risks in this area, having

particular regard to data breaches that the

Group may face and the processes and

controls in place to tackle any security

threats. This information is flowed through

to the Board so that it can consider this

as part of its detailed review of the data

protection programme and the activities

in place to mitigate personal data risks.

Suspected cases of fraud must be

reported to senior management and are

investigated by IA, with the outcome

of any investigation reported to

theCommittee.

Anti-bribery and corruption, and

business ethics

The Group maintains a zero-tolerance

approach against corruption. A new anti-

bribery and corruption policy and a gifts,

hospitality and charitable contributions

policy were introduced, which were

approved in January 2022 and reviewed

annually. Minor updates to this policy

were made during 2024 and bespoke

mandatory training was rolled out for all

employees with a 93% completion rate. A

gifts and hospitality register is maintained

to ensure transparency.

The Group has also adopted a new Code

of Conduct which sets out the standards

of behaviour by which all employees

are bound. This is based on the Group’s

commitment to acting professionally and

with integrity.

Speak Up hotline

The Group has in place a Speak Up

policy, aligned with best practice and

a dedicated independent Speak Up

(Whistleblowing) hotline. The policy and

hotline are well publicised across the

Group, including via the intranet and

through the Group’s training curriculum.

Any matters are initially notified to the

Chief Legal Officer & Company Secretary

and the Head of Business Integrity.

The Audit & Risk Committee reviews

complaints made under the Speak Up

policy and escalate any matters requiring

Board oversight. Under this arrangement,

employees are able to report any matters

of concern, where this does not conflict

with local laws or customs (see ‘Company

information and corporate advisers’

section for details).

Committee evaluation

All members of the Committee

participated in the externally facilitated

Board effectiveness review carried out

during the year, which concluded that the

Committee functions effectively.

Elaine O’Donnell

Audit & Risk Committee Chair

27 January 2025

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Directors’ remuneration report

Directors’

Remuneration

Report

Committee meetings held

Denise Collis (Chair) 5/5

James Bilefield 5/5

Elaine O’Donnell 5/5

Sanjeevan Bala 3/3

Barrie Brien 2/2

Imogen Joss 4/5

Further reading: Full biographies are available

on pages 96 to 97.

Dear Shareholder

On behalf of the Board,

I am pleased to present this

Directors’ remuneration

report for the period ended

30 November 2024. The

Annual report on remuneration

describes how our policy was

implemented in 2024 and

how we intend to operate it

in 2025, the final year of the

current policy period.

Overall, fixed elements of the

remuneration packages are set so that

they reflect the calibre and experience

of our people and the complexity of

their roles. The annual bonus measures

are based on specific areas that require

immediate focus, whereas our Long-

Term Incentive Plan (LTIP), looks to

drive sustainable improvements at a

more macro level over the longer term.

Culturally, the setting of both financial and

broader non-financial measures serves to

focus scheme participants on a holistic

view of business success and hence

serves to drive performance on a broad,

sustainable basis.

During 2024 the Committee commenced

a company-wide review of remuneration

and incentives. This examined the structure

and effectiveness of remuneration within

an overall context of no changes to our

incentive opportunities since 2010.

This work will continue and will inform

our next three year policy which will be

presented at our AGM in 2026.

In the short term, however, the review

highlighted that due to careful salary

positioning on appointment and

restrainedcost of living increases, the

salaries of the Chief Executive and

Chief Financial Officer had not kept

abreast of the market, which resulted

in our consulting with shareholders

in October on a salary increase for

the ChiefExecutive from £510,854

to £600,000 and the Chief Financial

Officer from £372,528 to £400,000.

Theproposed significant increase for

the CEO reflected his growth and

development in role building upon his

in-depth industry experience, strong

strategic perspective, track record

to date and empathy with the SThree

culture. In the same consultation we

also flagged retaining the exceptional

LTIP award of 175% of salary for a

second year. The response to and

engagement with these proposals from

shareholders was greatly appreciated.

Overall, there was a substantial support

along with somealternative thoughts

andsuggestions.

When we started the consultation

processin October, we had different

expectations of business performance

over the final two months of the

financial year and into 2025. However,

as it became progressively apparent

that the prevailing, uncertain market

conditions were likely to continue for

some considerable period of time, the

Committee decided to freeze current

salaries for the Executive Directors and

notto implement the higher (175%) LTIP

grant for the FY2025 award. A decision

was also taken to freeze the fees of the

other Board members.

We do still believe that the rationale

behind our original proposal for salary

increases for the Executive Directors

remains fundamentally sound, but do

not intend to proceed until such a time

as we believe the decision to be fully

justifiable. As FY25 marks the final year

of our Remuneration Policy, any further

consideration on the size of the LTIP

grantwill be contained in our new policy

which will be put in front of shareholders

at the AGM in 2026.

Remuneration payable for

performance in 2024

Against continued challenging market

conditions, the Group delivered in line

with market expectations with sector-

leading contract extension activity in

our contractor business. New business

activityremained weak driven by a

number of key economies suffering from

protracted challenges, as we remained

focused on contract extensions and

new business. Looking forward, the

implementation of our Technology

Improvement Programme progressed

further during the year positioning us

well for the delivery of sustainable long-

term growth when markets recover.

Against this backdrop the Committee

hasassessed the outcomes of the

incentives for 2024.

Despite progress on several strategic

priorities, and outperformance of the market,

this has not yet translated into enhanced

financial performance. Consequently, the FY24

incentive plan outturns are lower in comparison

with the prior year, and we have frozen executive

salaries for FY25 as part of our unrelenting focus

on cost management at this time.

The Committee has given

careful consideration to the

remuneration outcomes

for FY24 and the operation

of the remuneration policy

during FY25 in light of

continued challenging

economic conditions and

the ongoing technology

transformation within

thebusiness.

Denise Collis

Remuneration Committee Chair

Looking forward, the Committee will be undertaking

the triennial review of the Directors’ Remuneration

Policy in FY25 to ensure it continues to support our

strategy and incentivises management to deliver

strong performance and shareholder returns.

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Directors’ remuneration report continued

Half of the FY24 bonus is determined by

adjusted operating profit achievement

and the outcome was just below target

resulting in 23.0% of the maximum bonus

opportunity for this part of the award.

Performance against the target range

for net fees, weighted 15% of the bonus,

was also between threshold and target

resulting in 3.5% payout for this element.

Performance for the measure of days

sales outstanding, weighted 5% of the

bonus, was below threshold resulting in

no payout.

15% of the bonus was based on shared

objectives split between three equally

weighted objectives. Our performance

in the area of employee engagement

was above target resulting in a 3.3%

pay-out. The maximum target for our

client penetration metric was exceeded

resulting in a 5% payout. Good progress

was made in some parts of the business

in relation to gender representation and

improving the representation of women

in leadership. However, this fell short of

threshold, resulting in no payout for this

element of the plan.

Overall, this results in a 34.8% of

the 85% bonus opportunity linked

to financial and short-term strategic

targetsbeingpayable.

The personal objectives assessment

represents a further opportunity of up to

15% for each Executive Director. Taking

into account continued progress on

the strategic agenda and performance

delivered in line with expectations

against a backdrop of a difficult market

environment, the Committee has

determined that the payout for the

CEO and CFO should be 12.8% and

11.3% respectively, out of 15%, leading

to an overall bonus of 47.6% and 46.1%

ofmaximum.

The 2022 LTIP award, based on our

performance over the three financial

years to the end of FY24, was subject to

a mix of Earnings Per Share (EPS), Total

Shareholder Return (TSR), long term

operating profit conversion ratio, and

arange of ESG measures.

For the 50% of the award based on the

EPS performance condition, this required

adjusted EPS for 2024 to be between

51.9p and 63.0p representing significant

growth over the period. Actual adjusted

EPS performance for 2024 was 37.4p

which was below threshold, resulting in

novesting of the EPS part of the award.

For the 20% of the award based on our

TSR performance, our TSR was required

to be between median and upper quartile

performance against a peer group. Based

on actual TSR performance SThree

ranked at the 56th percentile which

resulted in a 41.7% payout of this part of

the award.

For the 20% of the award subject

to operating profit conversion ratio,

performance was 17.9% which was below

threshold resulting in no vesting of this

element of the award.

For the 10% of the award subject to ESG

measures, performance was based on

three equally weighted measures of

positively impacting lives, renewables

as % of net fees and carbon reduction.

Performance against the renewables as

a % of net fees was strong, resulting in

full payout of this element. There was

good performance against positively

impacting lives, resulting in a vesting

of 95.1% of maximum for this element.

Performance against carbon reduction

was above threshold, resulting in a 40.0%

of maximum for this element.

The overall level of LTIP payout is 16.2% of

maximum. The Committee has considered

whether the formula-driven payouts under

the incentive plans and resultant total

remuneration for Directors is appropriate,

looking at the broader context within

which the performance has been

delivered. The Committee is comfortable

that there has been a robust link between

remuneration and performance, and the

policy has operated as intended. We have

not adjusted the performance measures

for any of the plans and there has not

been a need to use discretion to adjust

the level of remuneration payable. The

outcomes also reflect broader reward

outcomes across other incentive plans

within the Group.

Full details of the bonus and LTIP

measures, performance against them

and resultant payments are set out in the

Annual report on remuneration.

Policy implementation for 2025

There will be no salary increases for 2025

for the CEO and CFO.

The annual bonus will remain unchanged

with a 70%–30% overall mix of financial

and non-financial measures, half of the

total being dependent upon adjusted

operating profit achievement. Days Sales

Outstanding (DSO) has been removed

as a measure and the weighting of net

fees increased by 5% to 20%. Instead,

a DSO measure will be included within

the personal objectives element of the

bonus, where appropriate. Recognising

the difficult market outlook the sliding

scales for adjusted operating profit and

net fees are lower than the prior year.

However, the performance metrics have

incorporated more challenge in relation to

the business plan and, for the operating

profit target, greater upside stretch for

maximumpayout.

The forthcoming LTIP grant will be

an important one from an incentive

perspective, given that the predicted

vesting of the current inflight FY23

and FY24 awards is zero, reflecting

continuing difficult market conditions.

Notwithstanding this, the FY25 LTIP

award will revert to 150% of salary

subject to a review of the prevailing share

price at the time of grant, following the

exceptional 175% of salary award level

for2024.

The weighting of LTIP performance

measures will remain unchanged at 50%

EPS, 20% TSR, 20% operating profit

conversion ratio and 10% ESG.

The Committee has decided to make

an amendment to the operation of the

TSR metric, which is within the scope

of the Remuneration Policy. The normal

methodology for calculation of the starting

share price is the average shareprice over

the three months prior tothe year-end

before grant.

However, there is a strong risk that in

applying this approach, the significant

reduction in share price since the date

of the Trading update will markedly

reduce the likelihood of the TSR element

performing well against the median to

upper quartile performance hurdle in

comparison with the starting position

of previous grants. This would have a

negative impact on the incentive effect.

One option considered by the Committee

was to exclude TSR as a performance

measure for this grant, given that it would

not meet the usual criteria of ‘stretching

but achievable’. However, the Committee

concluded that TSR is an important

metric, focusing scheme participants

on restoration of the share price in a

challenging market environment and

removing it would be to the detriment of

all stakeholders. The alternative approach,

adopted by the Committee, has been to

use a starting calculation of the three-

month average share price prior to grant,

i.e. mid December to mid-March. A

closing three-month average period of

mid-December to mid-March would also

be used at the end of the performance

period so that performance is still

measured over a three-year period. The

Remuneration policy permits this flexibility

to ensure that incentives are appropriately

pitched, so the approach taken is not a

deviation from policy. It is, however, a

different methodology to the one normally

adopted, and so the Committee felt it

appropriate to be fully transparent with

shareholders. Given the change to the

performance period, an estimated vesting

will be provided in the FY27 Directors’

Remuneration Report, with the final

number confirmed at a later date.

The EPS and Operating Profit Conversion

Ratio target ranges have been carefully

considered by the Committee and reflect

the challenging market outlook over the

performance period. The EPS range is

ahead of current analyst consensus, which

goes out to FY26, and the target ranges

for both measures require a significant

recovery in the business plan numbers

for FY27, compared to FY25 and FY26.

Overall, despite the ranges being lower

than those set for awards in prior years the

Committee is satisfied that they represent

an equivalent level of stretch.

Full details of the annual bonus measures

and the measures and targets for EPS,

TSR and operating profit conversion ratio

for the 2025–2027 LTIP awards are set

out in the Annual report on remuneration.

The targets for ESG (10% of the award)

will be finalised once an in-depth analysis

exercise has been completed, and these

will be announced in March at the time of

the grants of awards.

Below Board we have focused on

improving awareness of the value in the

current reward offering to all colleagues

on a global basis. We have shaped our

reward communications to explain our

approach to setting pay and benefits

together with how incentives are aimed

at aligning interest between colleagues

and investors. Colleagues are responding

positively to this transparency.

Chair and NED fees

There will be no increases to the fee levels

for the Chair and NEDs for 2025.

Shareholder and employee

engagement, and specific focus

on Executive remuneration in

broader context

As noted above, during 2024 we consulted

with our top eleven shareholders and the

leading advisory agencies on remuneration-

related matters for 2025. The Committee

received feedback from five of the

shareholders, who were supportive of our

proposals. However, having considered

the impact of continuing, difficult market

conditions along with the wider stakeholder

experience towards the end of FY24 and

at the beginning of FY25, the Committee

determined that it would not be appropriate

to make changes to the base salary levels

for the CEO and CFO or any other aspects

of the operation of policy for 2025.

We have continued to build upon the

rolling programme of engagement with

employees around reward, utilising a

combination of in-person and virtual

meetings. I have personally engaged

with many employees across several

of our offices around the world, as

part of my role as designated NED

responsible for employee engagement,

during which reward continues to

beanareaofdiscussion.

In addition, I held an interactive and

productive session with a diverse group,

drawn from across the business, to

answer questions about our corporate

governance and remuneration processes

and how our reward policy cascades

throughout the Company.

At the September Committee meeting

we continued to focus on the ‘fair pay’

agenda discussing progress on specific

initiatives. These included continuing to

review our gender pay gap, ensuring base

salaries were within the market range,

analysing the breakdown in variable pay

and commission across cohorts and the

operation of our employee share plans.

We also, for the first time, analysed our

ethnicity pay data in the UK and USA to

examine whether there are any pay gaps

and set out action plans to any such gaps.

Conclusion

Finally, after nine years, I will be stepping

down from the Board and as Chair of the

Remuneration Committee later in the

year. I would like to express my sincere

gratitude for the support and contribution

of my colleagues on the Board but also to

all the colleagues who I have encountered

over my time with the Company.

The Committee appreciates the support

and engagement from shareholders to

date on its executive remuneration and

governance approach and looks forward

to this continued support at the AGM in

April 2025.

Denise Collis

Chair of the Remuneration Committee

27 January 2025

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Remuneration at a glance Remuneration policy

How have we performed?

Bonus – maximum potential 120% of base salary Weighting Threshold Target Max Actual

Achievement

% (as a %

of maximum)

Outcome

(of metric)

Group adjusted operating profit £m 50% 54.0 60.0 69.0 59.2 46.0% 23.0%

Group net fees £m 15% 346.3 384.8 442.5 350.6 23.4% 3.5%

Days Sales Outstanding (DSO) 5% 48.0 46.0 44.0 55.0 0.0% 0.0%

Group Financial objectives 70% 26.5%

Client – Weekly Net Fees £m 5% 4.5 4.7 5.2 6.4 100.0% 5.0%

Employee/Colleague Against

Peer Group in Peakon

5% Median Linear

progression

Upper

decile

Between

Median

and Upper

decile

65.9% 3.3%

DE&I Derived from Female/Male promotions at

Velocity Level 3+

5% Equal

number of

men and

women

promoted

One more

female

promotions

over number

of men

promoted

Two + more

female

promotions

over number

of men

promoted

Fewer

number

of women

promoted

than men

0.0% 0.0%

Shared objectives 15% 8.3%

Personal objectives 15% Details set out later in this report CEO 85%,

CFO 75%

CEO 12.8%,

CFO 11.3%

Total pay-out (% of maximum) CEO 47.6%,

CFO 46.1%

1. Adjusted operating profit is the profit determined for the Group using constant currency.

2. DSO actual is based on the FY24 average.

2022–2024 LTIP award – grant 150% of base salary Weighting Threshold Max Actual

Achievement (%

of maximum)

Outcome

(of metric)

EPS (adjusted) 50% 51.9p 63.0p 37.4p 0.0% 0.0%

TSR

20%

50th

percentile

75th

percentile

56th

percentile 41.7% 8.3%

OP conversion 20% 19.0% 23.0% 17.9% 0.0% 0.0%

ESG: Positively impacting lives 3.3% 135,000 165,000 163,028 95.1% 3.2%

ESG: Increasing our renewables 3.3% 8.5% 9.5% 11.4% 100.0% 3.3%

ESG: Carbon reduction 3.3% 20% 25% 21.0% 40.0% 1.3%

Total vesting (% of maximum) 16.2%

Summary of total reward

Reward component CEO CFO

2024 Base pay £’000 £510.9 £372.5

Total remuneration £’000 £946.8 £696.3

2023 Base pay £’000 £500.8 £365.2

Total remuneration £’000 £946.0 £707.9

How we will apply the remuneration policy in 2025

Key Reward Component Key Features

Base salary and core benefits The salaries of the Executive Directors will be unchanged at £510,854 for the CEO and £372,528

for the CFO

Pension contribution: 5% of salary for CEO and CFO in line with the wider UK workforce

Annual bonus

70% Group financial targets

15% Shared objectives

5% Personal objectives

Maximum of 120% of salary, with one third of any bonus award paid in shares and held for two years

LTIP award

50% EPS

20% TSR

20% Strategic targets (operating profit

conversion ratio %)

10% ESG (carbon emission reduction)

Maximum award of shares worth 150% of annual salary, performance tested, vesting after three

years with a further two-year holding period

Shareholding requirements Requirement to build up and hold shares equivalent to 200% of salary whilst employed. Post-

service requirement to hold the lower of 200% of salary or actual shareholding for two years after

cessation of employment

Remuneration policy

This section of the Directors’ remuneration report sets out the Group’s full remuneration policy for Directors. This was approved by

shareholders at the AGM held on 19 April 2023 and will apply for a period of three years from this date.

The remuneration policy is designed to support the strategic business objectives of the Group so as to attract, motivate and retain

high-calibre Directors and senior managers, in order to deliver sustainable long-term increases in shareholder value.

Remuneration payments and payments for loss of office to Directors can only be made if they are consistent with the approved

Remuneration Policy or if an amendment to the Policy, authorising the Company to make the payment, has been approved

byshareholders.

The full policy can be viewed on our website in the Investor Centre section included in our 2022 Annual Report.

Decision-making process for determination, review and implementation of policy

The Committee reviews the Policy and its operation taking into account the UK Corporate Governance Code, institutional investor

and proxy agency views and market practice and regulatory developments. The Committee also takes into account views from

Management and advisers who provide the Committee with updates on corporate governance developments, market practice and

technical assistance. In addition, the Committee also carefully considers the remuneration arrangements, policies and practices of the

workforce and the cascade of remuneration throughout the business to ensure that Executive Director pay is considered in the round.

Where changes are being made to the remuneration policy or significant changes are proposed in the way we operate our policy,

major shareholders will be consulted, and their views taken into account.

To manage any potential conflicts of interest, no individual is involved in discussions regarding their own remuneration arrangements

and the Committee designs the Policy such that remuneration is fully aligned to, and supports, the strategy.

Implementation of the Policy is considered annually for the year ahead in light of the strategy and market outlook and incentive targets

are appropriately stretching.

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Factors considered in reviewing and operating the policy

The table below describes how the factors of Provision 40 listed in the UK Corporate Governance Code are addressed in the

Remuneration Policy and its application.

Clarity The policy and its implementation is straightforward, in line with market norms and clearly disclosed in the Directors’

remuneration report. The Remuneration Committee Chair consults with shareholders to explain any changes that are

being made to the remuneration policy or where there is a significant change in operation of policy.

Simplicity The policy is simple and clear and in line with market practice. The performance conditions chosen are aligned to the

business strategy and the operation of our policy shows a strong and clear link to performance.

Risk The design of our remuneration policy ensures that excessive risk taking will not be rewarded by the balance of

incentive plans in favour of long-term performance and equity, significant shareholding requirements, discretion to

override formula-driven incentive payments, and malus and clawback provisions.

To avoid conflict of interest no individual is present when their remuneration is being reviewed.

Predictability The incentive plans are subject to maximum caps, and the scenario charts illustrate the potential rewards receivable,

taking into consideration performance and share price growth, for the Executive Directors.

Proportionality Overall, there is an appropriate balance between fixed and performance-based pay (weighted in favour of the

latter) and short and long-term incentives (also weighted in favour of the latter). Performance targets are stretching,

delivering incrementally higher performance pay at higher performance levels. This delivers a market competitive

remuneration package which is strongly linked to both short and long-term performance.

Alignment to culture The Remuneration Committee designs and operates the policy to support and drive behaviours in line with the

Company culture. The Committee actively considers the pay reward structures across the Group in this process to

ensure that a consistent approach to reward is adopted that is in line with our values.

The Remuneration Policy is set out in the table below, followed by supporting notes which, together, form the Policy.

Executive Directors

Element Purpose and link to strategy Operation Maximum Performance metrics

Base salary Sufficient to attract,

retain and motivate

high-calibre individuals.

Reviewed annually with any

increases normally taking effect

from 1 December.

Increases will normally

be equivalent to the

average salary increase for

employees, other than in

exceptionalcircumstances.

Not applicable

Benefits Market competitive

benefits package.

Including benefits allowance,

private medical insurance,

permanent health insurance,

lifeassurance and housing

allowance (if relocated).

Other benefits may be

introduced to ensure benefits

overall are competitive

and appropriate for

thecircumstances.

Cost of insured benefits will

vary in line with premiums.

Other benefits will be at a

level considered appropriate

inthecircumstances.

Not applicable

Pension To provide a

competitive

pensionprovision.

Individuals may either participate

in a pension plan into which the

Group contributes or receive

a salary supplement in lieu

ofpension.

Executive Directors are entitled

to a Group contribution

to a pension scheme or

cash in lieu, of 5% of salary,

aligned with the current UK

workforcecontribution.

Not applicable

Remuneration policy continued

Element Purpose and link to strategy Operation Maximum Performance metrics

Annual bonus Incentivises high levels

of personal and team

performance, focused

on the key business

strategies and financial/

operational measures

which will promote the

long-term success of

the business.

Deferral into shares for one third

of any bonus earned, which must

be held for two years.

Dividends or dividend equivalent

payments accrue on deferred

shares, payable normally

inshares.

Bonus may be subject to

clawback or malus being applied,

if appropriate, in the event of

financial misstatement, error,

misconduct, reputational damage

or corporate failure, which has

led to an over-payment.

Maximum bonus opportunity is

120% of annual salary.

Achievement of agreed strategic

and financial/operational annual

business targets, weighted in

line with business priorities. A

majority of the performance

conditions will be based on

financial metrics. Sliding scales

are used for each metric

wherever practicable with up

to 20% payable for achieving

threshold performance. Normally

50% of the maximum bonus is

payable for target performance

for any financial metric.

Within the maximum limit,

the Committee may adjust

bonus outcomes, based on the

application of the bonus formula

set at the start of the relevant

year, if for instance it considers

the quantum to be inconsistent

with the Group’s overall

performance during the year.

Long-Term

Incentive Plan

Incentivises and rewards

Executives for the

delivery of longer-term

strategic objectives

and to reward

substantial relative and

absolute increases in

shareholdervalue.

LTIP awards may be granted

each year in the form of a

conditional award of shares or

a nil-cost option. LTIP awards

normally vest after three years.

Dividend equivalent payments

accrue on vested LTIP awards,

payable normally in shares.

Vested LTIP awards must be held

for a further two years before the

shares may be sold (other than to

pay tax).

LTIP awards may be subject to

clawback or malus being applied,

if appropriate, in the event of

financial misstatement, error,

misconduct, reputational damage

or corporate failure, which has

led to an over-payment.

The maximum award is

150% of annual salary in

normal circumstances

but may be increased to

175% of annual salary in

exceptionalcircumstances.

Targets are reviewed annually

ahead of each grant to ensure

they are aligned to the business

strategy and performance

outlook. A majority of the

performance conditions are

based on Group financial

performance and shareholder

value-based outcomes. No

more than 25% of an award

may vest for the threshold level

ofperformance.

Within the maximum limit, the

Committee may adjust vesting

outcomes, if it considers the

quantum to be inconsistent with

the Group’s overall performance

during the performance period or

for other factors, at its discretion.

All-employee

share plans

Support and encourage

share ownership by

employees at all levels.

Individuals may participate in

share plans offered on an ‘all-

employee’ basis on the same

terms as other colleagues.

HMRC approved SAYE and SIP

participation is available to all UK

employees, including Executive

Directors, on similar terms.

A global SIP is available to all

employees, including Executive

Directors, on similar terms. For

UK participants this is an HMRC

tax-advantaged SIP.

Other plans may be introduced

from time to time to ensure the

all-employee share plans offering

remains appropriate.

In line with statutory limits or

lower limits specified by the

Group from time to time.

Not applicable

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Element Purpose and link to strategy Operation Maximum Performance metrics

Share ownership

requirements

Alignment of Executive

Directors’ interests with

those of investors.

Executive Directors are

expected to build and maintain

a shareholding equivalent in

value to no less than 200% of

base salary. Until this threshold

is achieved Executive Directors

are normally required to retain no

less than 50% of the net of tax

value from vested LTIP, deferred

bonus or other share awards

(after the expiry of any relevant

holding period).

After ceasing employment

Executive Directors must

normally retain a level of

shareholding for two years

equivalent to the lower of

200% of salary or the level

of shareholding on ceasing

employment with the Group.

Self-purchased shares are

excluded from this requirement.

Not applicable Not applicable

Provisions under previous remuneration policies

For the avoidance of doubt, the Committee has authority to honour any payments due under the terms of the previous policy or which

have been disclosed to shareholders in previous remuneration reports. As part of this policy, awards or other arrangements which were

made in compliance with the policy in force at the relevant time, may be settled in accordance with their terms.

Operation of incentive plans

The Committee’s policy is to review performance measures for the incentive schemes annually, so that they continually align with

strategic objectives. The Committee considers that linking annual bonus and the vesting of LTIP awards to a combination of different

measures, capturing share price, financial results and non-financial performance, will ensure that incentive plans provide a reward

for rounded performance, while maintaining the alignment of Executive and shareholder interests. Targets for the incentive schemes

are reviewed annually and consideration is given as to whether these remain appropriate or need to be recalibrated. The specific

performance targets are set with the aim of setting stretching targets which incentivise and reward improved performance.

In designing incentive structures and approving incentive payments, the Committee pays due consideration to risk management and

environmental, social and governance (ESG) issues.

The Committee may exercise discretion in assessing achievement against each stated target where it considers that it would be

fair and reasonable to do so. The Committee may also exercise broader discretion in relation to the terms of all incentive plans, for

instance (but not limited to) adjustments required for corporate restructuring and change of control.

Illustration of potential 2025 Executive Directors’ remuneration

The charts below show the remuneration potentially payable to Executive Directors under different performance scenarios.

£–

£500k

£1,000k

£1,500k

£2,000k

£2,500k

£3,000k

£1,932k

£1,417k

Fixed Pay

Annual Bonus

LTIP

LTIP with 50% share price growth

Chief Executive Officer Chief Financial Officer

£553k

Below threshold

100%

£411k

Below threshold

100%

£1,696k

Maximum

29%

32%

39%

£914k

Target

45%

24%

31%

£2,315k

Maximum

28%

32%

40%

£1,242k

Target

44%

25%

31%

Assumptions for the charts above:

Fixed pay comprises base salary as at 1 December 2024, pension contribution of 5% salary and the value of benefits received in 2024.

The on-target level of bonus is 50% of the maximum opportunity. The on-target level of the LTIP is taken to be 50% of the value of a

single year’s award.

The maximum level of bonus and LTIP is the maximum bonus and full vesting of the LTIP award at the 150% of base salary award

level. No share price appreciation has been assumed for deferred bonus awards and the value of all-employee share plans has been

excluded. The ‘maximum’ column includes an additional 50% value of the LTIP to illustrate 50% share price growth.

Role of the Committee in overseeing broader employee pay and differences in remuneration policy for

Executive Directors compared to other employees

The Committee actively considers the pay structures across the wider Group when setting policy for Executive Directors to ensure

that a consistent approach to reward is adopted that is in line with our values. There is a particular focus in relation to any base

salaryreview.

Overall, compared to most employees, the remuneration policy for Executive Directors is weighted more to long-term share-based

incentives and stringent deferral and shareholding requirements. This is to ensure that the relatively higher pay levels are justifiable

internally and externally to shareholders as a clear link between the long-term value created for shareholders and the remuneration

received by Executives.

Consideration of employment conditions elsewhere in the Group

When setting the Executive Directors’ remuneration policy, the Committee takes into account the pay and conditions of employees

more generally and, at least once a year, is given full details of the remuneration policy across the Group, with any changes highlighted.

As mentioned earlier, the Committee Chair also has responsibility to engage on employee pay.

We have built upon the rolling programme of engagement with employees around reward, utilising a combination of in-person and

virtual meetings. Denise Collis, Committee Chair, personally engaged with many employees across several of our offices around

the world during which reward continues to be an area of discussion. In addition, Denise recently held an interactive and productive

session with a diverse group, drawn from across the business, to answer questions about our corporate governance and remuneration

processes and how our reward policy cascades throughout the Company, accompanied by the Director of Reward.

The focus on the ‘fair pay’ agenda continued this year, discussing progress on specific initiatives as highlighted in the Chair’s

statement. From 2024 we have been paying all UK colleagues at or above the Real Living Wage Foundation’s recommended level,

we are embracing the importance of ‘pay transparency’ across the business and implementing the necessary systems before this is

required for our European businesses.

Remuneration policy continued

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Consideration of shareholders’ views in determining the remuneration policy

The Committee actively consults with shareholders on executive remuneration policy changes. Feedback is taken on board and

any proposals are adjusted, as appropriate, given the objective of ensuring that shareholders are supportive of the policy and its

implementation. In addition, the Group follows shareholder sentiment on executive pay and takes it into account in considering the

application of policy in the years between the development of a new policy.

Remuneration policy for recruitment and promotion

The remuneration package for a new Executive Director would take into account the skills and experience of the individual, the market

rate for a candidate of that experience and the individual’s remuneration package in their previous role if considered appropriate.

TheCommittee will not pay more than necessary to facilitate the recruitment of an individual.

Base salary levels will be set in line with the policy taking account of their skills and experience and market data at comparable

companies. Benefits and pension will be in line with the policy. Additionally, there is flexibility to make payments to cover relocation

and other related expenses.

Annual bonus opportunity will be in line with the policy and there is flexibility to set different performance conditions measurable over

a part-year for Executives in the first year of appointment.

LTIP award levels will be in line with the policy.

For internal promotions, outstanding incentive payments may continue and vest on their original terms. For external recruits there

maybe a need to buy out unvested incentive awards at a previous employer. The Committee confirms that any such buy-out

arrangements would only be used if necessary, would take a similar form to that surrendered (e.g. cash or shares and timeframe),

would take account of performance conditions, vesting periods and quantum, and would be no greater than that which the individual has

forfeited onappointment.

Policy on Directors’ service contracts and payments for loss of office

The Executive Directors have rolling service contracts subject to a maximum of 12 months’ notice by the Group or Executive. For

the avoidance of doubt, an individual’s notice period will start on the date of the announcement of their departure. At the Group’s

discretion, on termination a payment may be made in lieu of notice equivalent to 12 months’ salary, which may be paid in monthly

instalments and offset against future earnings. For new hires the policy is to provide a 12-month notice period.

Service contracts are available for inspection by appointment at 8 Bishopsgate, London EC2N 4BQ.

Depending on the circumstances the Committee may consider payments in respect of statutory entitlements, outplacement support

and legal fees. Mitigation would be applied to reduce any payments associated with loss of office.

‘Good leavers’ (e.g. redundancy or retirement) as determined by the Committee may generally retain any earned bonus (pro-rata if

active employment ceases part way through the year and normally paid at the usual time) or share-based awards, with LTIP awards

scaled back on a pro-rata basis for the portion of the vesting period elapsed on cessation of active employment, subject to still

achieving any relevant performance criteria.

Awards would vest at the normal time and any deferral or holding periods would continue to apply for the normal duration. Only in

exceptional circumstances would awards vest or shares be released early, such as serious ill-health.

‘Bad leavers’, such as a resignation, will lose any entitlement to participate in the current bonus scheme and any LTIP awards will

normally lapse on cessation of employment.

Deferred bonus shares are beneficially owned, but must be held for a minimum of two years.

External appointments

Executive Directors are encouraged to undertake one external appointment, where they are able to combine this with their existing

role. This helps to broaden experience and capability, which can benefit the Group. Currently, no external appointments are held by

any Executive Directors.

Remuneration policy continued

Terms of appointment and remuneration policy for Non-Executive Directors (NEDs)

NEDs are appointed by letters of appointment providing for an initial three-year term, subject to satisfactory performance and re-

election at each AGM, with an expectation that they would serve for at least six years, to provide a mix of independence, balance

and continuity of experience. In practice NEDs may be requested to serve up to nine years, subject to rigorous review. The dates of

appointment and current terms of the NEDs who served during the year are set out in the below table.

Non-Executive Director Date of appointment Expiry date of current term

James Bilefield October 2017 30 September 2026

Denise Collis July 2016 30 June 2025

Sanjeevan Bala April 2024 25 April 2027

Elaine O’Donnell October 2022 1 October 2025

Imogen Joss December 2022 1 December 2025

The appointment may be terminated by either the Group or the NED giving three months’ notice. Upon termination or resignation,

NEDs are not entitled to compensation and, except for the three-months’ notice, no fee is payable in respect of any unexpired portion

of the three-year term of appointment.

Service contracts are available for inspection by appointment at 8 Bishopsgate, London EC2N 4BQ.

The policy for the remuneration of NEDs is summarised below:

Element Purpose and link to strategy Operation Maximum Performance metrics

Fees Attracts, retains and motivates

high-calibre NEDs to provide

experience, capability and

governance in the interest

ofshareholders.

Fees are determined by the

Board as a whole and set by

reference to those fees paid

in similar companies, related

to allocated responsibilities

and subject to the aggregate

Directors’ fee limits contained

in the Group’s Articles of

Association. Fees may be

payable in cash or in shares. Out

of pocket expenses including

travel may be reimbursed by the

Group in accordance with the

Group’s expenses policy (and

may settle any tax incurred in

relation to these). NEDs are not

entitled to compensation and no

fee is payable in respect of the

unexpired portion of the term

ofappointment.

There is no maximum

individual fee limit. The overall

fee comprises a basic fee

plus payment for additional

responsibilities such as chairing

Committees and for interim

additional duties. NEDs do

not participate in the Group’s

incentive schemes.

Non-Executive Directors are not

eligible for any performance-

related remuneration.

Obligation to perform

satisfactorily and attend

and contribute to meetings,

assessed via Board

effectivenessreviews.

Sourcing shares for share plans and minority interests

Shares used to settle vested share awards may include new issue shares, treasury, Employee Benefit Trust (‘EBT’) shares or market-

purchased shares. The use of new issue or treasury shares is constrained by dilution limits which are reviewed by the Board annually.

In order to comply with investor guidelines, the Board has agreed that certain LTIP awards will be satisfied using market-purchased

shares via the EBT, if appropriate.

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Section 1 – Total reward for 2024

1.1 Directors’ total remuneration for 2024

1.2 Annual bonus for 2024

1.3 LTIP awards vested by reference to performance over the three years to 2024

1.4 LTIP awards granted during the year

1.5 Performance conditions for the 2024–2026 LTIP award

1.6 Payments for loss of office

1.7 Payments to past Directors

1.1 Directors’ total remuneration for 2024 (audited)

Director

Salary andfees

£’000

Benefits

£’000

Pension

£’000

Total fixed pay

£’000

Annual bonus

£’000

Long Term

Incentive Plan

£’000

Total variable

pay

£’000

Total Annual

Compensation

£’000

Timo Lehne 2024 510.9 16.4 25.5 552.8 291.5 102.5 394.0 946.8

2023 500.8 18.1 25.0 543.9 110.9 291.2 402.1 946.0

Andrew Beach 2024 372.5 19.9 18.6 411.0 205.8 79.5 285.3 696.3

2023 365.2 19.1 18.3 402.6 58.9 246.4 305.3 707.9

Elaine O’Donnell 2024 68.1 – – 68.1 – – – 68.1

2023 66.9 – – 66.9 – – – 66.9

Denise Collis 2024 83.1 – – 83.1 – – – 83.1

2023 81.9 – – 81.9 – – – 81.9

James Bilefield 2024 179.5 – – 179.5 – – – 179.5

2023 176.0 – – 176.0 – – – 176.0

Barrie Brien

2024 23.3 – – 23.3 – – – 23.3

2023 56.9 – – 56.9 – – – 56.9

Sanjeevan Bala

2024 34.9 – – 34.9 – – – 34.9

Imogen Joss 2024 58.1 – – 58.1 – – – 58.1

2023 56.9 – – 56.9 – 56.9

1. Benefits comprise car allowance, medical cover and life/income protection insurance.

2. Timo Lehne’s pension is paid into a pension scheme. Andrew Beach’s pension is paid as cash in lieu.

3. 2024 LTIP awards relate to those granted in early 2022 and due to vest in February 2025 and additionally in July 2025 for Timo Lehne only, based on performance assessed over 2022 to 2024

and including dividend equivalents. The value has been calculated using a share price of 371p, being the average closing price over Q4 of the financial year. 2023 LTIP awards relate to those

granted in early 2021 and vested in February 2024 for Timo Lehne and July 2024 for Andrew Beach, based on performance assessed over 2021 to 2023, also including the value of any related

dividends accrued during the vesting period on vested awards. The LTIP value has been updated to reflect the actual share price on the date of vesting which was 424p for Timo Lehne and

422.56p for Andrew Beach. The updated share price has been used for the LTIP values in the table above.

4. Barrie Brien stood down from the Board in April 2024.

5. Sanjeevan Bala was appointed to the Board on 25 April 2024.

Annual report on remuneration

1.2 Annual bonus for 2024 (audited)

Bonus – maximum potential 120% of base salary Weighting

Threshold

(20% payable)

Target

(50% payable)

Maximum

(100% payable)

Actual

Performance

Achievement

Outcome

(as a % of

maximum)

Group adjusted operating profit £m 50% 54 60 69 59.2 46.0% 23.0%

Group net fees £m 15% 346.3 384.8 442.5 350.6 23.4% 3.5%

Days Sales Outstanding (DSO)

5% 48 46 44 55 0.0% 0.0%

Group Financial objectives 70% 26.5%

Client – Weekly Net Fees £m 5% 4.5 4.7 5.2 6.4 100.0% 5.0%

Employee/Colleague Against Peer Group

in Peakon

5% Median Linear

progression

Upper decile In between

Median &

Upper Decile

65.9% 3.3%

DE&I Derived from Female/Male

promotions at Velocity Level 3+

5% Equal number

of men and

women

promoted

One more

female

promotions

over number

of men

promoted

Two + more

female

promotions

over number

of men

promoted

Fewer number

of women

promoted

than men

0.0% 0.0%

Shared objectives 15% 8.3%

Sub-total (% of maximum) 34.8%

Personal objectives 15% Individually determined, details are set out below CEO 85%, CFO 75% CEO 12.8%,

CFO 11.3%

Total (% of maximum) 100% CEO 47.6%,

CFO 46.1%

1. Adjusted operating profit is the profit determined for the Group using constant currency.

2. DSO actual is based on the FY24 average.

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Performance of the CEO and CFO against their personal objectives for 2024 is detailed below:

Director Personal objective Assessment of performance by Committee

Overall achievement

(out of maximum 100%)

Timo Lehne Market development

Further develop a compelling investor strategy

forSThree.

Define an overarching Marketing strategy for

implementation in FY25 including clarification of

House of Brands strategy evolution.

Ensure the continued performance of our core

markets – US, DE, NL with the right operating

modeland market focus.

Good progress made in further enhancing the

investor narrative, with a particular focus on the

transformation programme and clarity around

ourproposition.

Marketing strategy completed and ready to be

rolled out in FY25.

Performance has compared favourably with direct

listed competitors.

85%

Business transformation

Delivery of agreed roadmap for the Transformation

programme, including early proof points on

SalesEffectiveness.

Ensure Transformation outputs and changes

effectively integrate into the business to enable

benefits realisation.

Implement a light CLM system according to agreed

roll-out plan, and build the plan for a Marketing

technology roadmap and HCM deployment.

Initial proof points emerging in the back office

andmiddle office areas, consistent with the

planned timeline.

Cost to serve headcount reduction targets

fullymet.

System developments have enabled monitoring

of cohort progression (0–18 and 18–24 months

service groups). Early indications are encouraging.

People

Design and Deliver Phase 1 of the our Group-wide

People Programme.

Further develop the leadership effectiveness

of the executive team, and strengthen the

successionpipeline.

Phase 1 modules successfully delivered.

Strong individual performance of the executive

team against stretch objectives. Employee Net

Promoter Score targets achieved. Effective

development of key talent and strengthening of

the succession pipeline.

Strategy & structure

Embed the SThree Vision statement and Values within

the organisation with visible proof points in offices

and/or systems.

Build a roadmap for SThree, outlining the medium

term future direction of the business and the

evolution of the service offering.

In partnership with the CFO, build an M&A Strategy

and a strong PMI plan.

Fully launched and embedded across the

organisation. Culture session delivered

in conjunction with CPO at the October

StrategyConference.

SThree ‘Value Creation Plan’ shared and agreed

atthe Strategy Board.

M&A Strategy presented and approved by Board.

Achieved ‘M&A ready’ goals.

Annual report on remuneration continued

Director Personal objective Assessment of performance by Committee

Overall achievement

(out of maximum 100%)

Andrew Beach Drive performance

Ensure the Transformation outputs and changes

effectively integrate into the business to enable

benefits realisation.

Partner with Managing Directors to accelerate

engagement on commercial activity and

improvement in KPIs, including a focus on the

costmodel.

Full cost savings targets achieved with early stage

improvements in deals metrics for the 0–18 month

and 18–24 month service cohorts.

Achievement of KPI targets.

75%

Develop people

Build interdependencies between Regional Finance

and Central FP&R team, ensuring more strategic

alignment and strong collaboration as One Team.

Develop Finance Business Partners towards broader,

more strategic Regional Finance Director role in line

with the new TOM.

Significant improvement in relationships between

Centre and regional Finance Business Partners,

supported by collaborative aligned process

working on key imperatives.

Key developmental milestones achieved.

Step change Investor Relations strategy

Deliver key messages on the Technology

Improvement Plan to the City, ensuring success is

measurable and well positioned.

Launch new clear capital allocation policy.

Ensure a new level of clarity for investors around our

Employed Contractor Model proposition, including

online investor event.

Strong messaging on status, roll-out and

budgets well received by investors. On track

todemonstrate proof points during FY25.

Capital policy presented to and well received

byinvestors.

Strong, positive investor feedback.

Strategy

In partnership with the CEO, build an M&A Strategy

and a strong PMI plan.

M&A Strategy presented and approved by Board.

Achieved ‘M&A ready’ goals.

The table below sets out the annual bonus outcome for the Executive Directors. In determining the final outcome, the Committee did

not exercise any discretion. One third of the bonus payable will be paid in shares, which must be held for a period of two years.

Financial element Shared element Personal element

achievement

(out of 70%)

Payment under

financial element

achievement

(out of 15%)

Payment under

Strategic element

achievement

(out of 15%)

Payment under

Personal element

Total bonus

payable

Timo Lehne 26.5% 162,467 8.3% 50,840 12.8% 78,161 291,468

Andrew Beach 26.5% 118,476 8.3% 37,074 11.3% 50,291 205,841

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1.3 2022–2024 LTIP award vested by reference to performance over the three years to 2024 (audited)

Earnings Per Share (‘EPS’) for 50% of the award:

EPS Payout range

Payout range

(threshold to

maximum)

Actual

performance Vesting level

Vesting % of total

LTIP award

Between 51.9p and 63.0 per share 25% – 100% 37.4p 0.0% 0.0%

Total Shareholder Return (‘TSR’) for 20% of the award:

TSR – Rank of the Company compared to the peer group payout range

Payout range

(threshold to

maximum)

Actual

performance Vesting level

Vesting % of total

LTIP award

TSR performance between the median (50

percentile and upper quartile

(75

percentile)

25% – 100% 56

percentile 41.7% 8.3%

Strategic objectives for 20% of the award:

Measure Target

Actual

performance Vesting level

Vesting % of total

LTIP award

Operating profit

conversion ratio

Financial operating profit conversion ratio of between

19.0% and 23.0% in 2024

17.9% 0.0% 0.0%

ESG objectives for 10% of the award (3.3% for each measure):

Measure Target

Actual

performance Vesting level

Vesting % of total

LTIP award

ESG 1. Positively impacting lives between 135,000 and 165,000 163,028 95.1% 3.2%

2. Increasing our renewables business between 8.5% and 9.5% 11.4% 100.0% 3.3%

3. Carbon reduction (absolute reduction of between

threshold 20% and 25%)

21.0% 40.0% 1.3%

Total 16.2%

Number of shares granted vs vested vs lapsed based on assessment versus targets for 2022–2024 LTIP award granted in 2022

(audited).

Executive Director

Number of

shares granted

Number of

shares vested

Number of

shares lapsed

Dividend

equivalent

additional

Value of vested

shares based

on grant price

Dividend

equivalent

additional

Total

Timo Lehne, CEO 152,575 24,669 127,906 2,972 91,522 11,026 102,548

Andrew Beach, CFO 117,886 19,060 98,826 2,356 70,713 8,741 79,453

1. Based on a Q4 average share price for 2024 of 371p, there is no value attributable to share price appreciation given the share prices on grant were 449p for the February grant for both EDs and

395p for the additional LTIP award granted in July 2022 to Timo Lehne upon his appointment to permanent CEO.

Annual report on remuneration continued

1.4 LTIP awards granted during 2024 (audited)

2022–2026 LTIP award – grant

150% of base salary Type Date of grant Number of shares

Face value of

award

% of award

receivable at

threshold Performance period

Timo Lehne Conditional

share awards

6 March 2024 213,915 £890,956 25% 1 December 2024 to

30 November 2027

Andrew Beach Conditional

share awards

6 March 2024 155,992 £649,707 25% 1 December 2024 to

30 November 2027

1. Based on the closing share price on day before grant date of 416.5p.

1.5 Performance conditions for the 2024–2026 LTIP award (audited)

Awards vest on the third anniversary of grant, with a further two-year holding period on vested shares. Performance conditions are

based on EPS, TSR, operating profit conversion ratio, and an ESG metric, each applied independently, and there will be a straight-line

sliding scale between threshold and maximum.

LTIP Weighting EPS TSR OPCR% ESG

2024–2026 50% 20% 20% 10% (5% for each measure)

2024–2026 2026 EPS to be between

50.0p (25% vesting) and

61.0p (100% vesting)

Between median

(25% vesting) and UQ

(100%vesting)

Adjusted operating profit

conversion ratio in 2026

to be between 18.5%

(25% vesting) and 22.0%

(100% vesting)

Measuring carbon reduction across scope 1, 2

and 3 emissions.

Incremental progress against 2030 milestones.

1) Scope 1 and 2 reduction: between threshold

40% (25% vesting) and 50% (100% vesting); and

2) Scope 3 reduction: between threshold 20%

(25% vesting) and 25% (100% vesting).

Notes:

For the 2024–26 LTIP grant the TSR peer group comprises of the following 14 companies – Robert Half International, Randstad, Adecco Group, Asgn, Manpower Group, Korn Ferry, Hays, Page

Group, Kforce, Amadeus Fire, Groupe Crit, Kelly Services ‘A’, Robert Walters and Brunel Intl.

1.6 Payments for loss of office (audited)

No payments were made for loss of office in the year.

1.7 Payments to past Directors (audited)

No payments were made to past Directors in the year.

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Section 2 – How we will apply our remuneration policy in 2025

2.1 Base salary

2.2 Benefits and pension

2.3 2025 annual bonus including financial, shared and personal measures

2.4 2025 Long-Term Incentive Plan awards

2.5 Non-Executive Directors (‘NEDs’)

2.1 Base salary

The table below illustrates the most recent base salary review (effective for 2025).

Executive Director

Base salary

2024

£’000

Increase

(from 1 Dec 2024)

Base salary

2025

£’000

Timo Lehne, CEO 510.9 0.0% 510.9

Andrew Beach, CFO 372.5 0.0% 372.5

2.2 Benefits and pension

There are no changes to benefits. The CEO and CFO receive a pension contribution of 5% of salary in line with the rate applying to the

majority of the UK workforce.

2.3 2025 annual bonus including financial, shared and personal measures

The maximum annual bonus remains capped at 120% of base salary. One third of bonus is deferred in shares for two years. The

bonus metrics and weightings for the 2025 annual bonus scheme are summarised in the table below. The overall balance between

financial and strategic and personal objectives has been retained, however the Days Sales Outstanding metric has been removed as

a standalone metric and will instead be measured under the personal objectives element. As the target ranges for each metric are

considered to be commercially sensitive, they will be disclosed retrospectively in next year’s Directors’ remuneration report

Metric Weighting Measure Sub-weighting Link to strategy/notes

Group financial targets

These are considered by the

Committee to be the three

most relevant financial KPIs

for bonus purposes.

70% Adjusted operating profit 50% Operating profit is the key underlying measure

of profitability used within the business.

Group net fees 20% Revenue less cost of sales. A broad indicator

of trading.

Strategic objectives 15.0% Employee engagement:

Peakon-based relative outcome

(against external comparators)

requiring median to upper

decile performance

5% To build on our Employee Engagement score

from 2024 and to maintain our excellent

relativeperformance.

Client penetration 5% To evolve the profile of our client base towards

a greater proportion of higher value clients.

DE&I: Improved

representation of women

inseniorroles

5% Continuing to build towards our ambition of50%

representation of women in leadershiproles.

Personal objectives 15.0% Personal objectives 15% Delivery versus agreed objectives to produce

value or efficiency gains.

Total 100% 100%

2.4 Long-Term Incentive Plan awards

LTIP awards to be granted in early 2025 will be granted over shares worth 150% of salary. Awards will vest on the third anniversary of grant,

with a further two-year holding period on vested shares. Performance conditions will be based on EPS, TSR, operating profit conversion

ratio, and an ESG metric, each applied independently, and there will be a straight-line sliding scale between threshold and maximum.

The EPS and Operating Profit Conversion Ratio target ranges have been carefully considered by the Committee and reflect the

challenging market outlook over the performance period. The EPS range is ahead of current analyst consensus, which goes out to

FY26 and the target ranges for both measures require a significant recovery in the business plan numbers for FY27, compared to

FY25 and FY26. Overall, despite the ranges being lower than those set for awards in prior years, the Committee is satisfied that they

represent an equivalent level of stretch.

The TSR performance period will be the three-year period from the date of grant of the award, anticipated to be mid-March, with the

starting TSR calculation based on the average share price over the three-month period prior to grant. The rationale for this approach is

explained in the Chair’s Statement.

These measures are considered to provide an effective link to the business KPIs and provide a strong long-term alignment of interest

between Executives and shareholders. The ESG measure focused on long-term scope 1, 2 and 3 carbon emissions is linked to the

science-based targets within our Board ESG strategy. The target ranges are currently being finalised and will be disclosed in the RNS

announcement for the Directors’ LTIP awards.

For comparison, LTIP targets are summarised in the following table, for awards made in 2023 and 2024:

LTIP Weighting EPS TSR OPCR% ESG

2023–2025 50% 20% 20% 10% (5% for each measure)

2024–2026 50% 20% 20% 10% (5% for each measure)

2025–2027 50% 20% 20% 10% (5% for each measure)

2023–2025 EPS in 2025 to be

between 55.8p (25%

vesting) and 69.0p

(100% vesting)

Between median

(25% vesting) and

upper quartile

(100% vesting)

Adjusted operating

profit conversion

ratio in 2025 to be

between 20.0%

(25% vesting)

and 23.5% (100%

vesting)

Measuring carbon reduction across scope 1, 2 and 3 emissions.

Incremental progress against 2030 milestones.

1) Scope 1 and 2 reduction: Between threshold 35% (25%

vesting) and 45% (100% vesting).

2) Scope 3 reduction: Between threshold 20% (25% vesting)

and 25% (100% vesting).

Weighted equally as 5% of overall total.

2024–2026 EPS in 2026 to be

between 50.0p (25%

vesting) and 61.0p

(100% vesting)

Between median

(25% vesting) and

upper quartile

(100% vesting)

Adjusted operating

profit conversion

ratio in 2026 to be

between 18.5% (25%

vesting) and 22.0%

(100% vesting)

Measuring carbon reduction across scope 1, 2 and 3 emissions.

Incremental progress against 2030 milestones.

1) Scope 1 and 2 reduction: Between threshold 40%

(25% vesting) and 50% (100% vesting).

2) Scope 3 reduction: Between threshold 20% (25% vesting)

and 25% (100% vesting).

2025–2027 EPS in 2027 to be

between 22p (25%

vesting) and 38p

(100% vesting)

Between median

(25% vesting) and

upper quartile

(100% vesting)

Adjusted operating

profit conversion

ratio in 2027 to be

between 14% (25%

vesting) and 18%

(100% vesting)

Targets currently being finalised and will be disclosed in the

RNS announcement for the Directors’ LTIP awards.

Notes:

For the 2023–25 LTIP grant the TSR peer group comprises of the following 15 companies – Robert Half International, Randstad, Adecco Group, Asgn, Manpower Group, Korn Ferry, Hays, Page

Group, Kforce, Amadeus Fire, Groupe Crit, Kelly Services ‘A’, Robert Walters, Brunel Intl., and Impellam Group.

For the 2024–26 LTIP grant, due to their sale, Impellam Group was removed from the TSR peer group resulting in a total of 14 companies. The peer group for the 2025–27 LTIP grant is unchanged

from the 2024–26 LTIP grant.

The peer group for the 2025–27 LTIP grant is unchanged from the 2024–26 LTIP grant.

2.5 Non-Executive Directors (NEDs)

The Committee and Board reviewed the fee levels during the year taking into consideration market benchmarks, the responsibilities

and time commitment required for the Chair and NEDs to fulfil their role.

This year it was agreed the Chair and NED fees should remain unchanged.

The fees for the Chairman and NEDs are as follows:

Role

2024 annual fee

£’000

2025 annual fee

£’000

Chair 179 179

NED base fee (x 4 in 2024 and 2025) 58 58

Committee Chair (Audit and Remuneration) 10 10

SID 10 10

Employee engagement NED 5 5

Total (Articles of Association limit is 750,000 per annum, increased from £500,000

subject to shareholder approval of updated Articles of Association at the 2025 AGM)

447 447

Annual report on remuneration continued

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Section 3 – Directors’ interests in shares and broader context for

Directors’ pay

3.1 Outstanding share awards held by Directors under LTIP and SAYE

3.2 Statement of Directors’ shareholdings

3.3 Total Shareholder Return (‘TSR’) performance of SThree over the last ten-year period

3.4 Historical levels of CEO remuneration and incentive plan pay-outs

3.5 Year-on-year percentage change in CEO remuneration compared to employees

3.6 CEO pay ratio

3.7 Relative importance of spend on all employees’ pay compared to dividend payments

3.1 Outstanding share awards held by Directors under LTIP and SAYE (audited)

Awards outstanding (including those granted in the year), comprising LTIP and SAYE (audited)

Executive Directors’ awards outstanding under the LTIP are set out in the table below. Awards are currently structured as conditional

awards of shares.

Executive Director

Type of

award

Dates of LTIP

grant/award

Market price at

grant/award

Shares originally

awarded

Face value

£ Vesting date

Remaining

unvested at

30/11/2024

Timo Lehne LTIP 23/02/2022 449 133,630 £599,998.70 23/02/2025 136,301

LTIP 26/07/2022 395 18,945 £74,832.75 26/07/2025 19,246

LTIP 09/03/2023 472 159,164 £751,254.00 09/03/2026 159,164

LTIP 06/03/2024 416.5 213,915 £890,955.98 06/03/2027 213,915

Andrew Beach LTIP 23/02/2022 449 117,886 £529,308.14 23/02/2025 120,242

LTIP 09/03/2023 472 116,066 £547,832.00 09/03/2026 116,066

LTIP 06/03/2024 416.5 155,992 £649,706.68 06/03/2027 155,992

SAYE

09/03/2022 380 4,740 £18,012.00 01/05/2025 4,740

1. Rolled-up dividend shares are included in the 2022 LTIP and they are adjusted for expected vesting based on performance.

2. SAYE exercise price was 379.72p which was at a 20% discount to the market value at grant.

3.2 Statement of Directors’ shareholdings (audited)

Under the remuneration policy Executive Directors must build and maintain a level of shares equivalent to at least 200% of base salary.

Directors’ interests in the ordinary share capital of the Company as at the year end, or at the date of stepping down from the Board,

are shown in the table below, including the interests of connected persons and any changes since the start of the year. There have

been no changes since the year end and no Director had any other interest in the share capital of the Company or its subsidiaries, or

exercised any option during the year, other than as disclosed.

Director

Ordinary

shares held at

1 December

2023

Ordinary

acquired

Ordinary

disposed

Ordinary

shares held at

30 November

2024

Indirect

interest

w/perf con

(i.e. LTIP)

Indirect

interest w/o

perf con

(i.e. SIP)

Options

(SAYE)

Shareholding

requirement

(% of salary)

Shareholding

(% of 2024

salary)

Timo Lehne 187,123 129,976 – 317,099 525,654 123 – 200% 222%

Andrew Beach 48,752 34,344 – 82,916 389,944 495 4,740 200% 80%

James Bilefield 15,000 – – 15,000 – – – – –

Elaine O’Donnell – 11,000 – 11,000 – – – – –

Imogen Joss – – – – – – – – –

Denise Collis 5,000 – – 5,000 – – – – –

Barrie Brien 1,594 – 1,594 – – – – –

Sanjeevan Bala – – – –

1. Includes Deferred Bonus Shares.

2. By reference to original award numbers.

3. The value has been calculated using a share price of 358p, being the share price on the last day of the financial year.

There have been no changes to the share interests of Directors between the end of FY24 and 28 January 2025, when this report was

signed off.

3.3 Total Shareholder Return (‘TSR’) performance of SThree over the last ten-year period

The following graph shows the TSR of the Company, compared to the FTSE 350 Support Services and FTSE Small Cap indices. These

are considered the most illustrative comparators for investors as the Company is or has been a constituent in the past of these indices.

100

150

200

250

SThree

FTSE 350 Support Services

FTSE Small Cap

2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024

3.4 Historical levels of CEO remuneration and incentive plan payouts

The table below shows historical levels of CEO total remuneration over a ten-year period, as well as annual bonus and LTIP vesting

percentages over the same period.

Year CEO

CEO total

remuneration

£’000

Annual bonus

(% of maximum)

LTIP awards vesting

(% of maximum)

2024 Timo Lehne 946.8 47.6% 16.2%

2023 Timo Lehne 946.0 18.5% 91.3%

2022 Timo Lehne

942.8 82.7% 50.8%

2022 Mark Dorman

364.2 79.3% 50.8%

2021 Mark Dorman 1,533.1 83.3% 34.4%

2020 Mark Dorman 500.2 00.0% n/a

2019 Mark Dorman (appointed 18 March 2019) 629.1 55.7% n/a

2019 Gary Elden (stepped down 18 March 2019) 832.1 53.2% 63.5%

2018 Gary Elden 1,064.0 73.4% 18.8%

2017 Gary Elden 1,228.9 76.2% 41.0%

2016 Gary Elden 1,058.5 56.4% 50.0%

2015 Gary Elden 1,284.9 92.8% 50.0%

1. Timo Lehne was appointed as interim CEO on 1 January 2022 and permanent CEO from 28 April 2022.

2. Mark Dorman stepped down from the CEO role on 31 December 2021.

3. Mark Dorman was not eligible to receive the 2018–2020 LTIP award for which the performance period ended in 2020; the LTIP vested at 19.3% of maximum for participants.

4. Mark Dorman was not eligible to receive the 2017–2019 LTIP award for which the performance period ended in 2019; the LTIP vested at 71.8% of maximum for participants.

Annual report on remuneration continued

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3.5 Year-on-year percentage change in Directors’ remuneration compared to employees

The table below shows the percentage change for each element of remuneration between FY24 and FY20 for Directors who served

during each year, compared with all Group employees.

FY24 vs FY23 FY23 vs FY22 FY22 vs FY21 FY21 vs FY20

Salary/

fees Benefits

Annual

bonus

Salary/

fees Benefits

Annual

bonus

Salary/

fees Benefits

Annual

bonus

Salary/

fees Benefits

Annual

bonus

Timo Lehne 2.0% (2.8%) 162.8% 10.2% 16.2% (75.3%) n/a n/a n/a – – –

Andrew Beach 2.0% 2.9% 249.5% 3.5% 9.0% (76.8%) n/a n/a n/a n/a n/a n/a

James Bilefield 2.0% – – 3.5% – – 13.3% – – 7.1% – –

Elaine O’Donnell 1.9% – – 3.2% – – n/a – – – – –

Denise Collis 1.5% – – 2.4% – – 13.5% – – 7.1% – –

Barrie Brien

n/a – – (4.2%) – – 23.8% – – 7.1% –

Sanjeevan Bala

n/a – – – – – – – – – – –

Imogen Joss 2.2% – – n/a – – – – – – – –

Average for all employees

11.8% 26.3% 0.1% (1.2%) (0.3%) (22.1% ) 13.8% 20.4% (15.5%) 8.8% (5.0%) 7 7.3%

Notes:

n/a: comparisons for the following Executives cannot be provided if they joined or left in the year or were not on the Board in the prior year.

1. Barrie Brien stood down from the Board in April 2024.

2. Sanjeevan Bala joined the Board in April 2024.

3. No employees other than Directors are in the listed parent Company therefore we have chosen to use Group employees.

Please see previous years’ reports for comments in relation to comparisons for prior years.

3.6 CEO Pay Ratio

The Committee has decided to use Option B in the relevant regulations to calculate the Chief Executive Officer pay ratio, using 2024

gender pay gap information to identify the three UK employees as the best equivalents of P25, P50 and P75. The Total Pay and Benefits

for P25, P50 and P75 has been calculated based on full-time equivalent at 30 November 2024. This methodology was selected as the

Committee believes this provides a more accurate and consistent calculation based on the information available at this time.

The following table sets out the CEO pay ratio at the median, 25th and 75th percentile.

Financial year Method

25th percentile

pay ratio Median

75th percentile

pay ratio

2024 Option B 27:1 16:1 15:1

2023 Option B 32:1 20:1 12:1

2022 Option B 40:1 22:1 14:1

2021 Option B 59.1 35.1 23.1

2020 Option B 22.1 19.1 10.1

2019 Option B 34.1 26.1 16.1

2018 Option B 39.1 24.1 20.1

The three employees used for the 2024 ratio are shown below:

Employees’ salary

(£)

Employees’ total

remuneration

(£)

Q 25 pay 31,639 35,660

Q 50 pay 44,708 57,816

Q 75 pay 58,800 61,766

The median 2024 ratio has decreased slightly compared to the prior year. The CEO’s total remuneration for 2024 comprises a broadly

target payout under the annual bonus but significantly lower vesting under the LTIP this year compared to last year whilst employee

total remuneration has increased at the 25th and 50th percentiles this year and decreased at the 75th percentile. The changes in

employee remuneration at the three quartiles is as a result of a number of factors including, seniority and type of role and the incentive

eligibility and outcomes for the role. The remuneration of the selected employees was reviewed to ensure that they were the best

equivalents for each percentile.

The Committee is satisfied the median pay ratio is consistent with the pay, reward and progression policies for the Company’s

employees. Workforce pay and reward policies across the Group are actively considered by the Committee when determining the

Executive Director Remuneration Policy and its implementation each year to ensure that our approach to reward across the Group is

aligned with our values.

3.7 Relative importance of spend on all employees’ pay compared to dividend payments

The table below sets out the change to the total employee remuneration costs compared with the change in dividends for 2024

compared to 2023. All figures are taken from the relevant sections of the Annual Report and Accounts.

Item 2024 2023 Change

Dividends £15.9m £27.4m (42.0%)

Remuneration paid to employees (incl. Directors) £234.7m £255.0m (8.0%)

Section 4 – Governance

4.1 The Committee and its advisers

4.2 Statements of voting at most recent AGMs

4.3 Approval

4.1 The Committee and its advisers

The Committee’s Terms of Reference (available at www.sthree.com) are reviewed periodically to align as closely as possible with

the UK Corporate Governance Code (‘the Code’) and CGI best practice guidelines. During the year, the Committee comprised only

independent NEDs, being Denise Collis (Chair), James Bilefield, Sanjeevan Bala, Imogen Joss and Elaine O’Donnell. The Committee

therefore meets Code requirements to comprise at least three independent NEDs.

The Chief Executive Officer, Chief Financial Officer and the most senior HR representative attend meetings by invitation, excluding

matters related to their own remuneration. The Committee met four times during the year for routine business, in addition to

unscheduled meetings for specific items and no member of the Committee has any personal financial interest (other than as a

shareholder) in the matters decided.

The Committee appointed Korn Ferry as its independent remuneration adviser in 2016, following a comprehensive review.

Fees paid to Korn Ferry for advice in relation to remuneration matters during the year were £71,838 (2023: £44,591) on a time

spent basis, both excluding VAT. A representative from Korn Ferry attends each Remuneration Committee meeting and provides

input into the papers. Korn Ferry are members of the Remuneration Consultants Group (‘RCG’) and comply with the RCG Code of

Conduct. Korn Ferry has no other relationship with the Company and the Committee is satisfied that their advice was and is objective

andindependent.

4.2 Statements of voting at most recent AGMs

At the AGM held in April 2023, the following votes were cast in relation to the binding vote on the remuneration policy and at the

AGMheld in April 2024, the following votes were cast in relation to the advisory vote on the Directors’ Remuneration Report.

Resolution For % Against % Withheld

Directors’ remuneration policy* 91,519,780 96.35 3,469,671 3.65 20,939

Directors’ remuneration report* 104,609,500 98.41 1,687,691 1.59 17,487

* Votes withheld are not counted in the % shown above.

4.3 Approval

This report was approved by the Board of Directors on the date shown below and signed on its behalf by:

Denise Collis

Chair of the Remuneration Committee

27 January 2025

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Directors’ report

The Directors present their Annual

Report and Accounts on the activities

of the Company and the Group,

together with the audited Consolidated

Financial Statements for the year ended

30November 2024.

The Board confirms that these, taken

as a whole, are fair, balanced and

understandable and that the narrative

sections of the report are consistent with

the financial statements and accurately

reflect the Group’s strategy, performance

and financial position. Where reference

is made to other sections of the Annual

Report and Accounts, these sections are

incorporated into this report by reference.

An overview of the principal risks and

uncertainties faced by the Group is also

provided in the Strategic Report on

pages 2 to 93, along with the Company’s

Section 172statement.

These sections, together with the

Governance (pages 94 to 107), Employee

engagement (pages 108 to 113 ),

Nomination Committee (pages 114 to 118),

Audit & Risk Committee (pages 119 to

125) and Directors’ remuneration reports

(pages 126 to 149), provide an overview

of the Group, including on environmental

and employee matters, and give an

indication of future developments in the

Group’s business, providing a balanced

assessment of the Group’s position and

prospects in accordance with the latest

reporting requirements. The Group’s

subsidiary undertakings, including

branches outside the UK, are disclosed in

note 25 to the financial statements, found

on pages208 to 209.

The forward-looking statements reflect

knowledge and information available at

the date of preparation of this Annual

Report and Accounts and nothing in this

Annual Report and Accounts should be

construed as a profit forecast.

The Directors confirm that they have

carried out a robust assessment of the

principal and emerging risks facing the

Company and the Group, including

those that would threaten the business

model, future performance, solvency and

liquidity, and explained how they are being

managed or mitigated (see analysis of key

risks, mitigation and impact on strategy

within the Strategic Report). Information

on the Company, including legal form,

domicile and registered office address

is included in note 1 to the financial

statements, on page 172.

Business operations and

performance Business model

The Strategic Report provides information

relating to the Group’s activities, its

business model, governance, strategy,

future developments and the principal

risks and uncertainties faced by the

business, including analysis using

both financial and non-financial KPIs

wherenecessary.

Results and dividends

Results and other key financial information

for the year ended 30 November 2024

are set out in the financial statements,

beginning on page 166.

The Group paid an interim dividend of

5.1 pence per share in December 2024

(FY23: 5.0 pence). The Directors have

also recommended a final dividend of

9.2 pence per share to be paid in June

2025 (FY23: 11.6 pence) to shareholders

on the register at the close of business on

9May2025.

Financial instruments

Information and policy in respect of

financial instruments and financial risk

management is set out in note 23 to

the financial statements, together with

information on price, credit and liquidity

risks, on pages 203 to 208.

Research and development

The only expenditure incurred in the area

of research and development relates

to software and system development,

which is shown in the notes to the

financialstatements.

Events occurring after the

reportingperiod

On 19 December 2024, the Company

announced its intention to launch a

share buyback programme of up to £20

million. The share buyback programme

commenced on 20 December 2024.

Essential contractors and

implications following a change of

control ortakeover

The Group has business relationships

with a number of clients and contractors

but is not reliant on any single one.

There are no significant agreements

which the Company is party to that take

effect, alter or terminate upon a change

of control of the Company following a

takeover offer, with the exception of the

Citibank and HSBC Revolving Credit

Facilityagreements.

The Company does not have agreements

with any Director or employee that would

provide compensation for loss of office

or employment resulting from a takeover,

except that in the event of a takeover,

provisions of the Group’s share plans and

tracker share arrangements may cause

options and, awards to vest or for tracker

shares to be acquired.

Directors and their interests

The Directors of the Company, including

their biographies and Board Committee

composition, are shown within the Board

of Directors section of this Annual Report

and Accounts on pages 96 to 97.

All Directors served throughout the

financial year, except for Sanjeevan

Bala, who was appointed to the Board

on 25April 2024, and Barrie Brien, who

retired as a Director on 25 April 2025.

In accordance with the UK Corporate

Governance Code, all serving Directors

will retire at the 2025 Annual General

Meeting and submit themselves for

re-election. Rules on the appointment

andreplacement of Directors are

governed primarily by the Company’s

Articles, the UK Corporate Governance

Code and theCompanies Act 2006.

Other than employment contracts, none

of the Directors had a material interest

in any contract with the Company or its

subsidiary undertakings. Key terms of the

Directors’ service contracts and interests

in shares and options are disclosed in the

Directors’ remuneration report on pages

126 to 149. Details of the gender and

ethnic diversity of the Board of Directors

can be found on page 117.

Directors’ indemnities, and

Directors’ and Officers’ insurance

The Directors have the benefit of the

indemnity provisions contained in the

Company’s Articles, and the Company

has maintained throughout the year

Directors’ and Officers’ liability insurance

for the benefit of the Company, the

Directors and its officers. The Company

has entered into qualifying third-party

indemnity arrangements for the benefit

of all its Directors in a form and scope

which comply with the requirements of

the Companies Act 2006 and which were

in force throughout the year and remain

in force.

Conflicts of interest

The Board also confirms that there

are appropriate procedures in place

to ensure that its powers to authorise

the Directors’ conflicts of interest are

operated effectively. The Board maintains

a register of all potential conflicts,

which include external appointments,

close family members and companies

of which a Director maintains a

significantshareholding.

Shareholders and share capital

Share capital and share rights

SThree plc has a premium listing on the

London Stock Exchange, and trades under

the STEM ticker. As at 30 November

2024, the issued share capital of the

Company was 135,606,792 ordinary

shares of 1 pence each, which includes

35,767 shares held in treasury.

Details of the share capital of the

Company, together with movements

during the year are shown in the notes to

the financial statements. The rights and

obligations attached to the Company’s

ordinary shares are contained in the

Articles. Shares acquired by employees

under a Company share scheme rank

equally with all other shares in issue.

Ordinary shares allow holders to receive

dividends and to vote at general meetings

of the Company. They also have the right

to a return of capital on a winding-up.

There are no restrictions on the size

of holding or the transfer of shares,

which are both governed by the general

provisions of the Company’s Articles and

relevant legislation. Under the Articles,

the Directors have the power to suspend

voting rights and the right to receive

dividends in respect of ordinary shares, as

well as to refuse to register a transfer in

circumstances where the holder of those

shares fails to comply with a notice issued

under Section 793 of the Companies

Act 2006. The Directors also have the

power to refuse to register any transfer of

certificated shares that does not satisfy

the conditions set out in the Articles.

The Company is not aware of any

agreements between shareholders that

might result in the restriction of transfer of

voting rights in relation to the shares held

by such shareholders.

Authority to issue or make

purchases of own shares including

as treasury shares and dilution

The Company is, until the date of

the forthcoming AGM, generally and

unconditionally authorised to issue

and buy back a proportion of its own

ordinaryshares.

The Company’s policy is to comply with

investor guidelines on dilution limits for its

share plans by using a mixture of market-

purchased and new-issue shares.

Some 2,340,585 shares were purchased

in the market during the year at a cost

of£10 million.

Purchases may be made for cancellation,

to be held as treasury shares, or for

the Employee Benefit Trust (EBT). The

Company’s EBT has waived its right to

dividends on shares held in the Trust

account. The Directors will seek to renew

the authority to purchase up to 10% of

the Company’s issued share capital at

thenext AGM.

Substantial shareholdings

As at the date of this report, the Group

has been notified, under the Financial

Conduct Authority’s (FCA) Disclosure

and Transparency Rules (DTR 5), of the

significant interests in the ordinary share

capital of the Company, shown below.

Name of holder Number of shares

Percentage

shareholding Date of notification

Kempen 13,454,803 9.98% 10 November 2023

JO Hambro Capital Management 13,265,368 9.98% 1 July 2020

JP Morgan Asset Management 9,725,746 7.23% 11 December 2022

Allianz Global Investors GmbH 6,826,621 5.05% 3 September 2024

Littlejohn & Co 6,739,588 5.01% 6 July 2023

Montanaro Asset Management 3,996,375 2.95% 19 November 2024

The information provided above was

correct at the date of notification.

However, since notification of any change

is not required until the next notifiable

threshold is crossed, these holdings are

likely to have changed. No Director held

over 3% of the Company’s share capital.

In addition, the Companies Act 2006,

s992 (13c) requires disclosure of persons

with significant direct or indirect holdings

of securities as at the year end. At the

year-end wewere aware of the following

significant shareholdings:

Name of holder Number of shares

Percentage

shareholding Nature of holding

Kempen Capital Management 17,292,044 12.75% Indirect

JO Hambro Capital Management 9,918,338 7.32% Indirect

JPMorgan Asset Management 8,822,061 6.51% Indirect

Allianz Global Investors 6,835,365 5.04% Indirect

BlackRock 6,830,803 5.04% Indirect

Harris Associates 5,080,732 3.75% Indirect

GLG Partners 4,214,518 3.11% Indirect

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sthree.comSThree plc Annual Report and Accounts 2024 SThree plc Annual Report and Accounts 2024

Directors’ report continued

Annual General Meeting (AGM)

The AGM of the Company will be held on

29 April 2025, at 8 Bishopsgate, London,

England, EC2N 4BQ. A separate Notice

details all business to be transacted.

Governance, policies and

stakeholders Information to be

disclosed under LR6.6.1R

Details of the disclosures to be made

under Listing Rule 6.6.1R are listed below.

6.6.1R (3): Details of any long-term

incentive schemes can be found in

the Directors’ remuneration report,

onpages126 to 149.

Aside from the above, the other required

disclosures are not applicable.

Related party transactions

Details of any related party transactions

undertaken during the year are shown in

the notes to the financial statements.

Corporate and social

responsibility, including

diversity,human rights and

environmental matters

The Board pays due regard to

environmental, health and safety, and

employment responsibilities and devotes

appropriate resources to monitoring

compliance with, and improving,

standards. The Chief Executive Officer

has responsibility for these areas at

Board level, ensuring that the Group’s

policies are upheld and providing the

necessaryresources.

Further information on the Group’s

diversity, human rights and anti-bribery

and corruption policies, plus detail on

environmental matters, including carbon

emissions data, is contained in the

‘Strategic progress’ and ‘Responsible

business’ sections of this Annual Report

and Accounts, whilst information

on employee share plans and share

ownership is contained in the Directors’

remuneration report and the notes to the

financial statements.

Section 172 and

stakeholderengagement

Information about our stakeholders,

including employees, suppliers and

customers, and how the Board has

engaged and considered their views in

regard to principal decisions can be found

in the Corporate Governance Report

and within the Stakeholder engagement

section on pages 54 to 59 and Employee

engagement section on pages 108 to 113.

Health and safety

The Group is committed to providing

for the health, safety and welfare of all

current and potential employees. Every

effort is made to ensure that all health and

safety legislation, regulations or similar

codes of practice, are complied with.

Equal opportunities

The Group is also committed to providing

equal opportunities and employees

are encouraged to train and develop

their careers. Group policy is to offer

the opportunity to benefit from fair

employment, without regard to gender,

sexual orientation, marital status, race,

religion or belief, age or disability, and

full and fair consideration is given to the

employment of disabled persons for all

suitable jobs.

In the event of any employee becoming

disabled, every effort is made to ensure

that employment continues within the

existing or a similar role, and it is the

Group’s policy to support disabled

employees in all aspects of their training,

development and promotion where

it benefits both the employee and

theGroup.

Greenhouse gas emissions

The Board is conscious of the role

that the business plays in building a

greener future and its impact on the

environment and is committed to our

ambitious environmental goals. Details of

the business’s carbon emissions can be

found in the ‘Our commitment to being a

responsible business’ section onpages

60 to 81.

Political donations

No donations for political purposes of

anykind were made during the year

(FY23: £nil).

Modern Slavery Act 2015: slavery

and human trafficking statement

The Board of Directors has approved

and published on its website its Modern

Slavery Statement. This statement is made

pursuant to Section 54(1) of the Modern

Slavery Act 2015 and constitutes our

slavery and human trafficking statement

for 2023. The Company’s Modern Slavery

Act statement can be found on our

website, www.sthree.com.

Championing human rights

Our Equal Opportunities Policy sets out

clear expectations of how to conduct

business in an ethical and transparent

way, without compromising integrity and

professionalism, and respecting the rights

and dignity of all people.

Our focus is on ethical recruitment and

working conditions at our sites, security,

and community health and livelihoods.

Given that we also expect our business

partners to respect these workplace

values, our Code of Conduct promotes:

– ethical handling of actual or apparent

conflicts of interest;

– compliance with applicable

governmental laws, rules

andregulations;

– complete, accurate, fair and balanced

disclosure in reporting; and

– prompt internal reporting of violations.

Furthermore, ensuring candidates are

placed within a fair and ethical workplace

is a fundamental pillar in the recruitment

process. We have a responsibility

to all candidates we place to ensure

that they are not subjected to bribery,

corruption, exploitation, forced labour

or modern slavery at the companies

they join. Implementation of this is

ensured through extensive training and

the continuous education of our people.

Employees, contractors or other third

parties are required to immediately report

any instances of unethical behaviour

or suspicion of malpractice to a line

manager, or a member of the Group HR

Team, or the Speak Up whistleblowing

line. Any breaches in human rights are

reported to our Chief People Officer and,

where required, to relevant authorities.

Independent auditors

Ernst & Young LLP has expressed its

willingness to continue in office as auditor

and a resolution to reappoint them will be

proposed at the forthcoming AGM.

Audit fees and non-audit services in

respect of EY’s 2024 audit are disclosed

in the Audit & Risk Committee report,

onpage 124.

Statement of Directors’

responsibilities inrespect of

financialstatements

The Directors are responsible for

preparing the Annual Report and

Accounts 2024 and the financial

statements in accordance with

applicablelaw and regulations.

Company law requires the Directors

to prepare financial statements for

each financial year. Under that law the

Directors have prepared the Group

financial statements in accordance with

UK-adopted international accounting

standards and the company financial

statements in accordance with United

Kingdom Generally Accepted Accounting

Practice (United Kingdom Accounting

Standards, comprising FRS 101 Reduced

Disclosure Framework (FRS 101), and

applicable law).

Under company law, Directors must not

approve the financial statements unless

they are satisfied that they give a true

and fair view of the state of affairs of the

Group and Company and of the profit

orloss of the Group for that period.

In preparing the financial statements,

theDirectors are required to:

– select suitable accounting policies and

then apply them consistently;

– state whether applicable UK-adopted

international accounting standards

have been followed for the Group

financial statements and United

Kingdom Accounting Standards,

comprising FRS 101 have been

followed for the Company financial

statements, subject to any material

departures disclosed and explained

inthe financialstatements;

– make judgements and accounting

estimates that are reasonable and

prudent; and

– prepare the financial statements on

the going concern basis unless it is

inappropriate to presume that the

Group and Company will continue

inbusiness.

The Directors are responsible for

safeguarding the assets of the Group and

Company and hence for taking reasonable

steps for the prevention and detection

of fraud and other irregularities. The

Directors are also responsible for keeping

adequate accounting records that are

sufficient to show and explain the Group’s

and Company’s transactions and disclose

with reasonable accuracy at any time

the financial position of the Group and

Company and enable them to ensure that

the financial statements and the Directors’

remuneration report comply with the

Companies Act 2006.

The Directors are responsible for

the maintenance and integrity of the

Company’s website. Legislation in

the United Kingdom governing the

preparation and dissemination of financial

statements may differ from legislation in

other jurisdictions.

Directors’ confirmations

The Directors consider that the

Annual Report and Accounts 2024,

taken as a whole, is fair, balanced

and understandable and provides the

information necessary for shareholders

to assess the Group’s and Company’s

position and performance, business

model and strategy.

Each of the Directors, whose names

and functions are listed in the ‘Our

Board’ section of this Annual Report and

Accounts, confirm that, to the best of

theirknowledge:

– the Group financial statements, which

have been prepared in accordance

with UK-adopted international

accounting standards, give a true

and fair view of the assets, liabilities

and financial position and profit of

theGroup;

– the Company financial statements,

which have been prepared in

accordance with United Kingdom

Accounting Standards, comprising

FRS 101, give a true and fair view of the

assets, liabilities and financial position

of the Company; and

– the Directors’ report, together with

the Strategic Report, Chair and other

Officers’ sections of this Annual Report

and Accounts, includes a fair review

of the development and performance

of the business and the position of the

Group and Company, together with a

description of the principal risks and

uncertainties that it faces.

In the case of each Director in office at

the date the Directors’ report is approved:

– so far as the Director is aware, there is

no relevant audit information of which

the Group’s and Company’s auditors

are unaware; and

– they have taken all the steps that they

ought to have taken as a Director in

order to make themselves aware of

any relevant audit information and

to establish that the Group’s and

Company’s auditors are aware of

thatinformation.

Kate Danson

Company Secretary

For and on behalf of SThree plc

27 January 2025

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Laser-focused

on delivering

results

Financial Statements

156 Independent auditors’ report

166 Consolidated Income Statement

167 Consolidated Statement of Comprehensive Income

168 Statements of Financial Position

169 Consolidated Statement of Changes in Equity

170 Company Statement of Changes in Equity

171 Consolidated Statement of Cash Flows

172 Notes to the financial statements

212 Five-year financial summary

Other Information

213 Results announcement timetable

214 Shareholder information

215 Company information and corporate advisers

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Independent auditors’ report

to the members of SThree plc

Opinion

In our opinion:

– SThree plc’s group financial statements and parent company financial statements (the “financial statements”) give a true and fair

view of the state of the group’s and of the parent company’s affairs as at 30 November 2024 and of the group’s profit for the year

then ended;

– the group financial statements have been properly prepared in accordance with UK adopted international accounting standards;

– the parent company financial statements have been properly prepared in accordance with United Kingdom Generally Accepted

Accounting Practice; and

– the financial statements have been prepared in accordance with the requirements of the Companies Act 2006.

We have audited the financial statements of SThree plc (the ‘parent company’) and its subsidiaries (the ‘group’) for the year ended

30November 2024 which comprise:

Group Parent company

Consolidated Income Statement for the year ended 30 November 2024 Statement of Financial Position as at 30 November 2024

Consolidated Statement of Comprehensive Income for the year ended

30 November 2024

Company Statement of Changes in Equity for the year then ended

Consolidated Statement of Financial Position as at 30 November 2024 Related notes 1 to 26 to the financial statements including material

accounting policy information

Consolidated Statement of Changes in Equity for the year ended

30 November 2024

Consolidated Statement of Cash Flows for the year ended

30 November 2024

Related notes 1 to 26 to the financial statements, including material

accounting policy information

The financial reporting framework that has been applied in the preparation of the group financial statements is applicable law and UK

adopted international accounting standards. The financial reporting framework that has been applied in the preparation of the parent

company financial statements is applicable law and United Kingdom Accounting Standards, including FRS 101 “Reduced Disclosure

Framework” (United Kingdom Generally Accepted Accounting Practice).

Basis for opinion

We conducted our audit in accordance with International Standards on Auditing (UK) (ISAs (UK)) and applicable law. Our

responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements

section of our report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

ouropinion.

Independence

We are independent of the group and parent in accordance with the ethical requirements that are relevant to our audit of the financial

statements in the UK, including the FRC’s Ethical Standard as applied to listed public interest entities, and we have fulfilled our other

ethical responsibilities in accordance with these requirements.

The non-audit services prohibited by the FRC’s Ethical Standard were not provided to the group or the parent company and we remain

independent of the group and the parent company in conducting the audit.

Conclusions relating to going concern

In auditing the financial statements, we have concluded that the directors’ use of the going concern basis of accounting in the

preparation of the financial statements is appropriate. Our evaluation of the directors’ assessment of the group and parent company’s

ability to continue to adopt the going concern basis of accounting included:

– Confirming our understanding of management’s going concern process including the review controls in place over the preparation

of the group’s going concern model;

– Assessing the appropriateness of the duration of the going concern assessment period to 31 January 2026 and considering the

existence of any significant events or conditions beyond this period based on our knowledge arising from other areas of the audit;

– Obtaining management’s board approved forecast cash flows, forecast covenant calculations and sensitivities to 31 January 2026,

ensuring the same forecasts are used elsewhere within the group for accounting estimates. We tested the models for arithmetical

accuracy, as well as checking the net debt position at the year-end date which is the starting point for the model. We assessed

the reasonableness of the cashflow forecasts by analysing management’s historical forecasting accuracy and by challenging

management’s assumptions in preparing the forecasts;

– Performing independent reverse stress testing to understand how severe the downside scenarios would need be to result in

negative liquidity or a covenant breach and assess the plausibility of the scenarios;

– Reviewing management’s assessment of controllable mitigating options available to the group to reduce cash flow spend in the

going concern period, to determine whether such actions could be implemented by management, if required. We have obtained

support to determine whether these were within the control of management and evaluated the impact of these mitigations in light

of our understanding of the business and its cost structures;

– Reading the group’s borrowing facilities agreements, including the revolving credit facility and accordion facility to assess their

continued availability to the group which are due to expire in July 2027;

– Reading the group’s borrowing facilities agreements to understand the covenant requirements. We tested that no covenants have

been breached during the year to 30 November 2024 and there is no forecast covenant breach in either the base or severe but

plausible downside scenarios during the going concern assessment period;

– Reviewing market data for indicators of potential contradictory evidence to challenge the company’s going concern assessment

including review of profit warnings within the sector and review of industry analyst reports; and

– Considering whether management’s disclosures in the financial statements sufficiently and appropriately reflect the going concern

assessment and outcomes.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that,

individually or collectively, may cast significant doubt on the group and parent company’s ability to continue as a going concern for a

period through to 31 January 2026.

In relation to the group and parent company’s reporting on how they have applied the UK Corporate Governance Code, we have

nothing material to add or draw attention to in relation to the directors’ statement in the financial statements about whether the

directors considered it appropriate to adopt the going concern basis of accounting.

Our responsibilities and the responsibilities of the directors with respect to going concern are described in the relevant sections of

this report. However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the group’s

ability to continue as a going concern.

Overview of our audit approach

Audit scope – We performed an audit of the complete financial information of 6 components and audit procedures on specific balances

for a further 7 components.

– The components where we performed full or specific audit procedures accounted for 87% of Profit before tax, 87% of

Revenue and 89% of Total assets.

Key audit matters – Appropriateness of the timing of revenue recognition around year-end.

– Provision for impairment of trade receivable and contract assets.

– Carrying value of investments in certain UK subsidiaries (Parent Company only).

Materiality – Overall group materiality of £3.38m which represents 5% of profit before tax.

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An overview of the scope of the parent company and group audits

Tailoring the scope

Our assessment of audit risk, our evaluation of materiality and our allocation of performance materiality determine our audit scope

for each company within the group. Taken together, this enables us to form an opinion on the consolidated financial statements. We

take into account size, risk profile, the organisation of the group and effectiveness of group-wide controls, changes in the business

environment, the potential impact of climate change and other factors such as recent internal audit results when assessing the level of

work to be performed at each company.

In assessing the risk of material misstatement to the group financial statements, and to ensure we had adequate quantitative coverage

of significant accounts in the financial statements, of the 102 reporting components of the group, we selected 13 components covering

entities within France, Germany, Japan, the Netherlands, the United Kingdom and United States, which represent the principal

business units within the group.

Of the 13 components selected, we performed an audit of the complete financial information of 6 components (“full scope

components”) which were selected based on their size or risk characteristics. For the remaining 7 components (“specific scope

components”), we performed audit procedures on specific accounts within that component that we considered had the potential

for the greatest impact on the significant accounts in the financial statements either because of the size of these accounts or their

riskprofile.

The reporting components where we performed audit procedures accounted for 87% of the group’s Profit before tax, 87% of the

group’s Revenue and 89% of the group’s Total assets. For the current year, the full scope components contributed 66% of the group’s

Profit before tax, 72% of the group’s Revenue and 80% of the group’s Total assets. The specific scope component contributed 21% of

the group’s Profit before tax, 14% of the group’s Revenue and 9% of the group’s Total assets. The audit scope of these components

may not have included testing of all significant accounts of the component but will have contributed to the coverage of significant

accounts tested for the group.

Of the remaining 89 components that together represent 13% of the group’s Profit before tax, none are individually greater than

3% of the group’s Profit before tax. For these components, we performed other procedures, including analytical review, testing

of consolidation journals and intercompany eliminations to respond to any potential risks of material misstatement to the group

financialstatements.

The charts below illustrate the coverage obtained from the work performed by our audit team.

Involvement with component teams

All audit work performed for the purposes of the group audit was undertaken by the group audit team.

Climate change

Stakeholders are increasingly interested in how climate change will impact SThree plc. The group has determined that the most

significant future impacts from climate change on their operations will be transition and physical risks. These are explained on

pages 72 to 77 in the required Task Force On Climate Related Financial Disclosures and on pages 82 to 89 in the principal risks and

uncertainties. They have also explained their climate commitments on pages 79 to 80. All of these disclosures form part of the “Other

information,” rather than the audited financial statements. Our procedures on these unaudited disclosures therefore consisted solely of

considering whether they are materially inconsistent with the financial statements or our knowledge obtained in the course of the audit

or otherwise appear to be materially misstated, in line with our responsibilities on “Other information”.

In planning and performing our audit we assessed the potential impacts of climate change on the group’s business and any

consequential material impact on its financial statements.

The group has explained in their Basis of Preparation how they have reflected the impact of climate change in their financial

statements. There are no significant judgements or estimates relating to climate change in the notes to the financial statements, given

that the group is in a non-carbon intensive industry.

Our audit effort in considering the impact of climate change on the financial statements was focused on evaluating management’s

assessment of the impact of climate risk, physical and transition, their climate commitments, the effects of material climate risks

disclosed on pages 72 to 77 and whether these have been appropriately reflected following the requirements of the relevant

accounting framework. As part of this evaluation, we performed our own risk assessment to determine the risks of material

misstatement in the financial statements from climate change which needed to be considered in our audit.

We also challenged the Directors’ considerations of climate change risks in their assessment of going concern and viability and

associated disclosures.

Based on our work we have not identified the impact of climate change on the financial statements to be a key audit matter or to

impact a key audit matter.

Independent auditors’ report continued

Revenue

72% Full scope components

14% Specific scope components

14% Other procedures

Total assets

80% Full scope components

9% Specific scope components

11% Other procedures

Profit before tax

66% Full scope components

21% Specific scope components

13% Other procedures

FY24 FY24 FY24

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Key audit matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial

statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to

fraud) that we identified. These matters included those which had the greatest effect on: the overall audit strategy, the allocation of

resources in the audit; and directing the efforts of the engagement team. These matters were addressed in the context of our audit of

the financial statements as a whole, and in our opinion thereon, and we do not provide a separate opinion on these matters.

Risk Our response to the risk Key observations communicated to the Audit Committee

Appropriateness of the timing of revenue

recognition around year-end (FY24:

£1,492.9m, FY23: £1,663.2m)

Refer to the Audit Committee Report (page

122); and Note 2 of the Consolidated Financial

Statements (page 176).

The group has reported contract revenue of

£1,431.1m (FY23: £1,584.2m) and permanent

placement revenue of £61.8m (FY23: £79.0m).

For permanent placement revenue, the

group processes a high volume of low value,

routine transactions which we determine not

to be subject to increased risk of material

misstatement. We have therefore determined

that the risk of management override is through

the recognition of topside revenue journals at

year-end due to pressure to deliver in line with

market expectations. This risk is also applicable

to contract revenue.

For contract revenue, this includes an

assessment of professional services received by

the client for services provided by contractors

between the date of the last received timesheet

and the year-end. At year-end this is amended

to reflect the estimated historical shrinkage rate.

There is a risk that an incorrect shrinkage rate

is applied and therefore that related revenue

does not exist or is not recognised in the

correctperiod.

Scoping:

We performed full and specific scope audit

procedures over this risk area in 7 locations,

which covered 87% of the revenue balance. All

audit work in relation to this key audit matter

was performed by the group audit team.

Tests of details:

Our procedures included:

– We performed walkthroughs to obtain an

understanding of the revenue recognition

processes and evaluate the design

effectiveness of key controls.

– We performed detailed testing over the

12-month rolling average historical shrinkage

rate calculation, including, testing the

inputs to the calculation and recalculating

theadjustment.

– We validated the accuracy of management’s

manual journal entry to record the

shrinkage adjustment by agreeing to the

shrinkagecalculation.

– We performed sensitivity analysis and

lookback procedures over the shrinkage

ratecalculation.

– To address the risk of management override,

we performed journal entry testing over

revenue, focusing on management-initiated

entries and top-side adjustments specifically

around year-end.

For all other components which represent

13% of the revenue balance:

We performed audit procedures centrally on

a legal entity basis to address the risk of an

undetected material error occurring in the

group’s revenue. These comprised analytical

review procedures over revenue.

We concluded that contract revenue and

permanent placement revenue recognised

is correctly recorded in accordance with the

group’s revenue recognition criteria and UK-

adopted international accounting standards.

Risk Our response to the risk Key observations communicated to the Audit Committee

Provision for impairment of trade

receivableand contract assets

(FY24: £8.7m, FY23:£8.6m)

Refer to the Audit Committee Report

(page122);and Note 12 of the Consolidated

Financial Statements (page 191 to 192).

The group has reported a trade receivables

balance of £268.8m (FY23: £245.5m) and a

contract assets balance of £88.6m (FY23:

£94.1m), with a provision for impairment of

£8.7m (FY23: £8.6m).

The provision for impairment represents

management’s best estimate of expected credit

losses (‘ECLs’) on trade receivables and contract

assets at the reporting date.

We have determined this to be a risk that the

provision is misstated due to inappropriate

judgements and estimates being applied

bymanagement.

In estimating the expected credit losses,

management takes into account the payment

history of the receivables and the historical

experience of credit losses, adjusted for

factors specific to the customer. Management

also make an assessment of both the current

and expected economic environment at the

yearend.

The key areas of measurement uncertainty

and judgement related to the recognition of

impairment of trade receivables and contract

assets are as follows:

– the assumptions used to estimate the credit

risk of the exposure and the customer’s

expected future cash flows;

– the identification of exposures with

significant credit risk or default.

Scoping:

We performed audit procedures over this risk

area centrally by the group audit team, which

covered 100% of the risk amount.

Audit procedures included:

– We performed a walkthrough to obtain an

understanding of the impairment process

and evaluate the design effectiveness of

keycontrols.

– We have reviewed and tested the integrity

of the model used by management in

calculating the expected credit losses to

ensure that it is compliant with IFRS 9.

Theseproceduresincluded:

– Agreeing the historical data included in

themodel to source evidence.

– Confirming the clerical accuracy of

themodel.

– Individually assessing balances that have

been selected as having a higher risk

ofdefault.

– We considered management’s assumptions

around the impact of the current and

expected economic environment on

the trade receivables and contract

assetsbalances.

– We applied sensitivities to management’s

loss rates to evaluate the impact of changes

in these rates on the provision recognised.

– We performed a stand back analysis to

assess the overall adequacy of the provision,

including performing benchmarking across

similar institutions.

We concluded that the provision for impairment

of trade receivable and contract assets is

correctly recorded in accordance with UK-

adopted international accounting standards.

Independent auditors’ report continued

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Risk Our response to the risk Key observations communicated to the Audit Committee

Carrying value of investments in certain

UK subsidiaries (Parent Company only)

(Impairment charge FY24: £46.5m,

FY23:£0.1m)

Refer to the Audit Committee Report (page 122);

and Note 11 of the Financial Statements (pages

188 to 191).

The Company holds investments in a number of

UK subsidiaries.

An assessment of impairment indicators

is performed by management annually at

each reporting date. The trading update

announcement in relation to changes in market

conditions in which the group operates was

seen as an indicator of impairment and therefore

a full impairment test was performed.

Where there is an indicator of impairment,

management applies judgement in assessing

therecoverable amount of the investments.

In conducting its reviews, the group makes

judgements and estimates in relation to

the assumptions behind the calculation of

recoverable amount. The key assumptions

are the forecast net fees and discount rate.

Scoping:

We performed audit procedures over this risk

area centrally by the group audit team, which

covered 100% of the risk amount.

Audit procedures included:

– Performing a walkthrough to obtain an

understanding of the impairment process,

including, annual budgeting process,

and evaluate the design effectiveness of

keycontrols.

– Evaluating management accounting policies

and understanding of the methodology and

material assumptions applied as part of the

impairment assessment in accordance with

IAS 36.

– Performing historical look-back analysis to

assess forecasting accuracy.

– Engaging our valuation specialists to identify

an independent range of acceptable

outcomes for the discount rate based on

external macroeconomic and market data.

– Assessing the integrity of the impairment

models through testing of the mechanical

accuracy and evaluating the application of

the input assumptions, including net fees.

– Reviewing the market capitalisation of

the group against the carrying value

ofinvestments.

Disclosure:

We assessed the appropriateness and

completeness of the disclosures for

compliance with IAS 36 in the parent

companyfinancialstatements.

We confirmed that the impairment charge of

£46.5m recognised for the UK business was

appropriate. The UK impairment was driven

predominantly by market conditions.

We consider the disclosures in the financial

statements to be appropriate.

Our application of materiality

We apply the concept of materiality in planning and performing the audit, in evaluating the effect of identified misstatements on the

audit and in forming our audit opinion.

Materiality

The magnitude of an omission or misstatement that, individually or in the aggregate, could reasonably be expected to influence the

economic decisions of the users of the financial statements. Materiality provides a basis for determining the nature and extent of our

audit procedures.

We determined materiality for the Group to be £3.38 million, which is 5% of profit before tax. We believe that profit before tax

provides us with a consistent measure of underlying year-on-year performance and the most relevant measure to the stakeholders of

the group.

We determined materiality for the parent company to be £0.81 million, which is 1% of net assets. Where parent company balances

were audited as part of the group audit, they were audited to an allocation of the group’s performance materiality.

The previous auditor determined materiality for the group to be £3.89 million, based on 5% of profit before tax, for the year ended

30November 2023.

During the course of our audit, we reassessed initial materiality and amended it for final profit before tax figures.

Performance materiality

The application of materiality at the individual account or balance level. It is set at an amount to reduce to an appropriately low level

the probability that the aggregate of uncorrected and undetected misstatements exceeds materiality.

On the basis of our risk assessments, together with our assessment of the group’s overall control environment, our judgement was that

performance materiality was 50% of our planning materiality, namely £1.69m. We have set performance materiality at this percentage

on the basis that this is our first year as auditors of the group.

Audit work at component locations for the purpose of obtaining audit coverage over significant financial statement accounts is

undertaken based on a percentage of total performance materiality. The performance materiality set for each component is based

on the relative scale and risk of the component to the group as a whole and our assessment of the risk of misstatement at that

component. In the current year, the range of performance materiality allocated to components was £0.33m to £0.72m.

Reporting threshold

An amount below which identified misstatements are considered as being clearly trivial.

We agreed with the Audit Committee that we would report to them all uncorrected audit differences in excess of £0.17m, which

is set at 5% of planning materiality, as well as differences below that threshold that, in our view, warranted reporting on qualitative

grounds. The change from prior year is due to the predecessor auditor setting the uncorrected audit difference threshold at 10% of

planningmateriality.

We evaluate any uncorrected misstatements against both the quantitative measures of materiality discussed above and in light of

otherrelevant qualitative considerations in forming our opinion.

Other information

The other information comprises the information included in the annual report set out on pages 1 to 153, other than the financial

statements and our auditor’s report thereon. The directors are responsible for the other information contained within the annual report.

Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in

this report, we do not express any form of assurance conclusion thereon.

Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent

with the financial statements or our knowledge obtained in the course of the audit or otherwise appears to be materially misstated. If

we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to

a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a

material misstatement of the other information, we are required to report that fact.

We have nothing to report in this regard.

Opinions on other matters prescribed by the Companies Act 2006

In our opinion, the part of the directors’ remuneration report to be audited has been properly prepared in accordance with the

Companies Act 2006.

In our opinion, based on the work undertaken in the course of the audit:

– the information given in the strategic report and the directors’ report for the financial year for which the financial statements are

prepared is consistent with the financial statements; and

– the strategic report and the directors’ report have been prepared in accordance with applicable legal requirements.

Matters on which we are required to report by exception

In the light of the knowledge and understanding of the group and the parent company and its environment obtained in the course of

the audit, we have not identified material misstatements in the strategic report or the directors’ report.

We have nothing to report in respect of the following matters in relation to which the Companies Act 2006 requires us to report to you

if, in our opinion:

– adequate accounting records have not been kept by the parent company, or returns adequate for our audit have not been received

from branches not visited by us; or

– the parent company financial statements and the part of the Directors’ Remuneration Report to be audited are not in agreement

with the accounting records and returns; or

– certain disclosures of directors’ remuneration specified by law are not made; or

– we have not received all the information and explanations we require for our audit.

Independent auditors’ report continued

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Corporate Governance Statement

We have reviewed the directors’ statement in relation to going concern, longer-term viability and that part of the Corporate

Governance Statement relating to the group and company’s compliance with the provisions of the UK Corporate Governance Code

specified for our review by the UK Listing Rules.

Based on the work undertaken as part of our audit, we have concluded that each of the following elements of the Corporate

Governance Statement is materially consistent with the financial statements or our knowledge obtained during the audit:

– Directors’ statement with regards to the appropriateness of adopting the going concern basis of accounting and any material

uncertainties identified set out on page 90;

– Directors’ explanation as to its assessment of the company’s prospects, the period this assessment covers and why the period is

appropriate set out on page 91;

– Director’s statement on whether it has a reasonable expectation that the group will be able to continue in operation and meets its

liabilities set out on page 92;

– Directors’ statement on fair, balanced and understandable set out on page 150;

– Board’s confirmation that it has carried out a robust assessment of the emerging and principal risks set out on page 150;

– The section of the annual report that describes the review of effectiveness of risk management and internal control systems set out

on pages 82 to 89; and;

– The section describing the work of the audit committee set out on pages 120 to 125.

Responsibilities of directors

As explained more fully in the directors’ responsibilities statement set out on page 153, the directors are responsible for the preparation

of the financial statements and for being satisfied that they give a true and fair view, and for such internal control as the directors

determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to

fraud or error.

In preparing the financial statements, the directors are responsible for assessing the group and parent company’s ability to continue as

a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the

directors either intend to liquidate the group or the parent company or to cease operations, or have no realistic alternative but to do so.

Auditor’s responsibilities for the audit of the financial statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material

misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance

is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a

material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or

in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these

financialstatements.

Explanation as to what extent the audit was considered capable of detecting irregularities, including fraud

Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our

responsibilities, outlined above, to detect irregularities, including fraud. The risk of not detecting a material misstatement due to fraud

is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery

or intentional misrepresentations, or through collusion. The extent to which our procedures are capable of detecting irregularities,

including fraud is detailed below.

However, the primary responsibility for the prevention and detection of fraud rests with both those charged with governance of the

company and management.

– We obtained an understanding of the legal and regulatory frameworks that are applicable to the group and determined that

the most significant are those that relate to the reporting framework (UK adopted international accounting standards, FRS 101,

the Companies Act 2006 and UK Corporate Governance Code) and relevant tax compliance regulations in the jurisdictions in

which the group operates. In addition, we concluded that there are certain laws and regulations which may have an effect on the

determination of amounts and disclosures in the financial statements being the Listing Rules of the UK Listing Authority. There are

no significant, industry specific laws or regulations that we considered in determining our approach.

– We understood how SThree plc is complying with those frameworks by making enquiries of management, internal audit, those

responsible for legal and compliance procedures and the company secretary. We corroborated our enquiries through our review of

board minutes and papers provided to the Board and Audit Committee.

– We assessed the susceptibility of the group’s financial statements to material misstatement, including how fraud might occur by

meeting with management to understand where they considered there was susceptibility to fraud. We also considered performance

targets and their propensity to influence on efforts made by management to manage earnings. We considered the programmes

and controls that the group has established to address risks identified, or that otherwise prevent, deter and detect fraud, and how

senior management monitors those programmes and controls. Where the risk was considered to be higher, we performed audit

procedures to address each identified fraud risk.

– Based on this understanding we designed our audit procedures to identify non-compliance with such laws and regulations. Our

procedures involved: journal entry testing, with a focus on manual consolidation journals and journals indicating large or unusual

transactions based on our understanding of the business; enquiries of legal counsel, group management, internal audit; reading

correspondence with regulators and engaging with internal specialists as required. In addition, we completed procedures to

conclude on the compliance of the disclosures in the annual report and accounts with all applicable requirements.

A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council’s

website at https://www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditor’s report.

Other matters we are required to address

– Following the recommendation from the audit committee we were appointed by the company on 25 April 2024 to audit the

financial statements for the year ended 30 November 2024 and subsequent financial periods.

The period of total uninterrupted engagement including previous renewals and reappointments is one year, covering the year ended

30 November 2024.

– The audit opinion is consistent with the additional report to the audit committee.

Use of our report

This report is made solely to the company’s members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006.

Our audit work has been undertaken so that we might state to the company’s members those matters we are required to state to

them in an auditor’s report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility

to anyone other than the company and the company’s members as a body, for our audit work, for this report, or for the opinions we

haveformed.

Nicola McIntyre (Senior statutory auditor)

for and on behalf of Ernst & Young LLP, Statutory Auditor

Glasgow

27 January 2025

Independent auditors’ report continued

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Consolidated Income Statement

for the year ended 30 November 2024

Consolidated Statement of Comprehensive Income

for the year ended 30 November 2024

£’000	Note	2024	2023
Revenue	2	1,49 2, 906	1,663,167
Cost of sales	2	(1 ,1 23 , 8 2 7)	(1 , 24 4 , 39 2)
Net fees	2	36 9,079	418, 7 7 5
Administrative expenses	3	(3 01 , 97 2)	(3 36 ,076)
Impairment losses on financial assets	12	(91 3)	(6 ,3 4 3)
Operating profit		6 6 ,19 4	76,356
Finance income	5	2 ,891	2, 257
Finance costs	5	(1,445)	(69 8)
Profit before income tax		6 7, 6 4 0	7 7, 9 1 5
Income tax expense	6	(1 7, 9 4 8)	(21,864)
Profit for the year attributable to the owners of the Company		49,6 92	56 ,0 51
Earnings per share attributable to shareholders pence
Total Group
Basic	7	3 7. 4	42. 4
Diluted	7	3 7.1	41 . 5

The accompanying notes form an integral part of this Consolidated Income Statement.

£’000	Note	2024	2023
Profit for the year		49,6 92	56 ,0 51
Other comprehensive loss
Items that may be subsequently reclassified to income statement:
Exchange differences on retranslation of foreign operations		(4 , 3 0 4)	(1 , 4 37)
Other comprehensive loss for the year (net of tax)		(4 , 3 0 4)	(1 , 43 7)
Total comprehensive income for the year attributable to owners of the Company		45,388	5 4,61 4

The accompanying notes form an integral part of this Consolidated Statement of Comprehensive Income.

SThree plc (the Company) has elected to take the exemption under Section 408 of the Companies Act 2006 not to present an income

statement and statement of comprehensive income for the parent Company.

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Statements of Financial Position

as at 30 November 2024

Consolidated Statement of Changes in Equity

for the year ended 30 November 2024

			Consolidated		Company
		30 November	30 November	30 November	30 November
£’000	Note	2024	2023	2024	2023
ASSETS
Non-current assets
Property, plant and equipment	9	46, 217	31 ,1 1 6	–	–
Intangible assets	10	12,122	7, 0 6 6	–	–
Investments	11	–	–	184,720	223,625
Deferred tax assets	18	3,408	5,799	–	136
Total non-current assets		6 1 ,74 7	43 ,981	184,720	223,761
Current assets
Trade and other receivables	12	364,907	345,12 0	66	819
Current tax assets		10,315	_	27,292	15,542
Cash and cash equivalents	13	6 9,756	8 3,202	82	12
Total current assets		444,978	428 ,322	27,440	16,373
Total assets		506,725	472,303	212,160	240,134
EQUITY AND LIABILITIES
Equity attributable to owners of the Company
Share capital	19	1,356	1, 349	1,356	1,349
Share premium		42 ,098	3 9,700	42,098	39,700
Other reserves		(7, 1 9 5)	(3 ,5 97)	(6,196)	(6,889)
Retained earnings		212, 385	1 85,4 32	44,353	118,401
Total equity		248, 644	222,884	81,611	152,561
Current liabilities
Bank overdraft	13	88	–	–	–
Trade and other payables	14	198,223	200, 132	130,538	87,573
Lease liabilities	15	10,4 19	1 1, 297	–	–
Provisions	17	4,0 68	7, 3 7 3	–	–
Current tax liabilities		12 , 275	1 0 ,74 6	–	–
Total current liabilities		2 25, 073	22 9,5 48	130,538	87,573
Non-current liabilities
Lease liabilities	15	2 9,3 62	1 7, 7 2 0	–	–
Provisions	17	2 ,78 4	2 ,1 51	–	–
Deferred tax liabilities	18	862	–	11	–
Total non-current liabilities		33,0 08	19, 871	11	–
Total liabilities		258 ,081	24 9, 419	130,549	87,573
Total equity and liabilities		506,725	472,303	212,160	240,134

The accompanying notes form an integral part of these Statements of Financial Position.

The Company’s loss after tax for the year was £55.1 million (FY23: loss after tax of £9.3 million).

The financial statements on pages 166 to 171 were approved by the Board of Directors on 27 January 2025 and signed on its behalf by:

Andrew Beach

Chief Financial Officer Company registered number: 03805979

										Total equity
								Fair value		attributable
				Capital			Currency	reserve		to owners
		Share	Share	redemption	Capital	Treasury	translation	of equity	Retained	of the
£’000	Note	capital	premium	reserve	reserve	reserve	reserve	investments	earnings	Company
Balance at 1 December 2023		1 ,349	39,700	172	878	(7, 9 3 9)	3,305	(1 3)	185,432	222,884
Profit for the year		–	–	–	–	–	–	–	49, 692	49, 692
Other comprehensive loss for the year		–	–	–	–	–	(4 , 3 0 4)	–	–	(4 , 3 0 4)
Total comprehensive (loss)/income
for the year		–	–	–	–	–	(4 , 3 0 4)	–	49,6 92	45, 388
Transfer of loss on disposal of equity investments through other comprehensive income to retainedearnings		–	–	–	–	–	–	13	(13)	–
Dividends paid to equity holders		–	–	–	–	–	–	–	(15,8 60)	(15,8 60)
Distributions payable to tracker
shareholders		–	–	–	–	–	–	–	(4 4)	(4 4)
Settlement of vested and unvested
tracker shares	19(a)	5	1 ,901	–	–	3 ,324	–	–	(4 , 1 6 7)	1 ,063
Settlement of share-based payments	19(a)	2	497	–	–	7, 3 6 9	–	–	(7, 5 3 9)	329
Purchase of shares by Employee
Benefit Trust	19(a)	–	–	–	–	(10, 000)	–	–	–	(10, 000)
Credit to equity for equity-settled
share-based payments	19(b)	–	–	–	–	–	–	–	4 ,894	4,894
Current and deferred tax on share-based payment transactions	6,18	–	–	–	–	–	–	–	(1 0)	(1 0)
Total movements in equity		7	2,398	–	–	6 93	(4 , 3 0 4)	13	26 ,953	2 5,76 0
Balance at 30 November 2024		1,356	42 ,098	172	878	(7, 2 4 6)	(999)	–	212,385	2 48,644
Balance at 1 December 2022		1,345	38,239	172	878	(6, 5 8 1)	4 , 74 2	(1 3)	1 61,61 0	200,392
Profit for the year		–	–	–	–	–	–	–	5 6, 051	5 6, 051
Other comprehensive loss for theyear		–	–	–	–	–	(1 , 4 3 7)	–	–	(1 , 4 37)
Total comprehensive (loss)/income
for the year		–	–	–	–	–	(1 , 43 7)	–	56 ,051	5 4,61 4
Dividends paid to equity holders	8	–	–	–	–	–	–	–	(2 7, 3 7 3)	(2 7, 3 7 3)
Distributions to tracker shareholders		–	–	–	–	–	–	–	(9 4)	(9 4)
Settlement of vested and unvested
tracker shares	19(a)	3	1 ,19 8	–	–	3 ,987	–	–	(4 ,7 9 5)	393
Settlement of share-based payments	19(a)	1	263	–	–	4,655	–	–	(4 , 87 0)	49
Purchase of shares by Employee
Benefit Trust	19(a)	–	–	–	–	(10,000)	–	–	–	(10,000)
Credit to equity for equity-settled
share-based payments	19(b)	–	–	–	–	–	–	–	4, 871	4,87 1
Current and deferred tax on share- based payment transactions	6,18	–	–	–	–	–	–	–	32	32
Total movements in equity		4	1 ,461	–	–	(1 , 3 5 8)	(1 , 4 37)	–	23,822	22 ,492
Balance at 30 November 2023		1, 349	3 9,700	172	878	(7, 9 3 9)	3,305	(1 3)	185,432	222,884

The accompanying notes form an integral part of this Consolidated Statement of Changes in Equity.

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Company Statement of Changes in Equity

for the year ended 30 November 2024

Consolidated Statement of Cash Flows

for the year ended 30 November 2024

£’000 Note Share capital

premium

Capital

redemption

reserve

Capital

reserve

Treasury

reserve

Retained

earnings

Total equity

attributable to

owners of the

Company

Balance at 1 December 2023 1,349 39,700 172 878 (7,939) 118,401 152,561

Total comprehensive loss for the year – – – – – (55,137) (55,137)

Dividends paid to equity holders – – – – – (15,860) (15,860)

Settlement of vested tracker shares 19(a) 5 1,901 – – 3,324 (399) 4,831

Settlement of share-based payments 19(a) 2 497 – – 7,369 (7,539) 329

Purchase of shares by Employee

Benefit Trust 19(a) – – – – (10,000) – (10,000)

Credit to equity for equity-settled

share-based payments – – – – – 4,894 4,894

Current and deferred tax on share-

based payment transactions 18 – – – – – (7) (7)

Total movements in equity 7 2,398 – – 693 (74,048) (70,950)

Balance at 30 November 2024 1,356 42,098 172 878 (7,246) 44,353 81,611

Balance at 1 December 2022 1,345 38,239 172 878 (6,581) 155,553 189,606

Total comprehensive loss for the year – – – – – (9,264) (9,264)

Dividends paid to equity holders 8 – – – – – (27,373) (27,373)

Settlement of vested tracker shares 19(a) 3 1,198 – – 3,987 (511) 4,677

Settlement of share-based payments 19(a) 1 263 – – 4,655 (4,870) 49

Purchase of shares by Employee

Benefit Trust 19(a) – – – – (10,000) – (10,000)

Credit to equity for equity-settled

share-based payments – – – – – 4,871 4,871

Current and deferred tax on share-

based payment transactions 18 – – – – – (5) (5)

Total movements in equity 4 1,461 – – (1,358) (37,152) (37,045)

Balance at 30 November 2023 1,349 39,700 172 878 (7,939) 118,401 152,561

The accompanying notes form an integral part of this Company Statement of Changes in Equity.

	Note	2024	2023
£’000			(restated*)
Cash flows from operating activities
Profit before tax		6 7, 6 4 0	7 7, 9 1 5
Adjustments for:
Depreciation and amortisation charge	9,10,15	15,254	15,914
Loss on disposal of property, plant and equipment other than right-of-use assets	9	135	160
Gain on lease modification	9	(69)	–
Finance income	5	(2 , 89 1)	(2,257)
Finance costs	5	1,445	698
Gain on disposal of subsidiary	3	(1 3 5)	–
Non-cash charge for equity-settled share-based payments	19(b)	4,986	4 ,871
Operating cash flows before changes in working capital and provisions		86,365	9 7, 3 0 1
(Increase)/decrease in receivables		(28,382)	3,6 36
Increase/(decrease) in payables		3,667	(1 1 ,8 2 1)
Decrease in provisions		(1 , 8 61)	(2 , 220)
Cash generated from operations		59,7 89	86,896
Interest received	5	2 ,891	2, 257
Income tax paid		(23 ,0 0 2)	(19,495)
Net cash generated from operating activities		39,678	6 9,658
Cash flows from investing activities
Purchase of property, plant and equipment	9	(6 ,8 3 0)	(1 ,9 75)
Purchase of intangible assets	10	(6 , 33 9)	(6 , 23 7)
Net cash used in investing activities		(1 3 ,1 69)	(8 , 21 2)
Cash flows from financing activities
Interest paid	15,16	(1,445)	(69 8)
Lease principal payments	15,16	(13,111)	(14,250)
Proceeds from exercise of share options		499	26 4
Purchase of shares by Employee Benefit Trust	19(a)	(10,000)	(10,000)
Dividends paid to equity holders	8	(15,8 60)	(2 0, 99 0)
Distributions to tracker shareholders		–	(9 4)
Net cash used in financing activities		(39,917)	(4 5 ,7 68)
Net (decrease)/increase in cash and cash equivalents		(13,408)	15 ,678
Cash and cash equivalents at beginning of the year		83,202	6 5,386
Exchange (losses)/gains relating to cash and cash equivalents		(1 2 6)	2 ,13 8
Net cash and cash equivalents at end of the year	13	6 9,66 8	83 ,202

* Certain amounts shown here do not correspond to the FY23 financial statements and reflect the restatement made. Refer to note 1 to the Consolidated Financial Statements for further information.

The accompanying notes form an integral part of this Consolidated Statement of Cash Flows.

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Notes to the financial statements

for the year ended 30 November 2024

1 Basis of preparation and consolidation

General information

SThree plc is a public limited company, limited by shares, listed on the London Stock Exchange, incorporated in the United

Kingdom and domiciled in the United Kingdom, and registered in England and Wales. Its registered office is Level 16, 8 Bishopsgate,

London, EC2N 4BQ .

The business model, activities, locations of SThree plc (the Company) and its subsidiaries (together the Group) are set out further in the

Strategic Report of this Annual Report and Accounts.

Basis of preparation

The Consolidated Financial Statements have been prepared in accordance with UK-adopted International Accounting Standards (IAS)

and in accordance with the requirements of the Companies Act 2006 as applicable to companies reporting under those standards.

The Group’s material accounting policies are set out across the following notes to the accounts and were applied consistently

throughout the year and preceding year.

The Consolidated Financial Statements have been prepared under the historical cost basis of accounting, as modified by financial

assets held at fair value through profit or loss or held at fair value through other comprehensive income.

The Consolidated Financial Statements are presented in Sterling, the functional currency of SThree plc. All amounts disclosed in the

financial statements and notes have been rounded off to the nearest thousand Sterling unless otherwise stated.

The Company-only Financial Statements have been prepared under the historical cost convention, in accordance with Financial

Reporting Standard 101 (FRS 101) Reduced Disclosure Framework as issued by the Financial Reporting Council. As permitted by

Section 408 of the Companies Act 2006, the Company’s income statement and statement of comprehensive income have not been

presented. The Company, as permitted by FRS 101, has taken advantage of the disclosure exemptions available under that standard

in relation to share-based payments, financial instruments, certain disclosures regarding the Company’s capital, capital management,

presentation of comparative information in respect of certain assets, presentation of a cash flow statement, certain related party

transactions and the effect of future accounting standards not yet adopted. Where required, equivalent disclosures are provided in

the Consolidated Financial Statements of SThree plc.

The material accounting policies and significant judgements and key estimates, including those applied in the individual going concern

assessment relevant to the Company, are the same as those set out in this note 1 to the SThree Group Consolidated Financial Statements.

Going concern

The Consolidated and Company-only Financial Statements have been prepared on a going concern basis. The Directors have

reviewed the Group’s cash flow forecasts, considered the assumptions contained in the budget, and considered associated principal

risks which may impact the Group’s performance over the going concern assessment period to 31 January 2026.

At 30 November 2024, the Group had no debt except for lease liabilities of £39.8 million. Credit facilities relevant to the review period

comprise a committed £50.0 million Revolving Credit Facility (RCF) (with the expiry date of 26 July 2027) and an uncommitted £30.0

million accordion facility, both jointly provided by HSBC and Citibank. All these facilities remained undrawn on 30 November 2024. A further

uncommitted £5.0 million bank overdraft facility is also held with HSBC, of which £0.1 million (FY23: £nil) was drawn at the year end.

In addition, the Group has £69.7 million of cash and cash equivalents available to fund its short-term needs, as well as a substantial

working capital position, reflecting net cash due to SThree for placements already undertaken.

The assessment of going concern is further described in the Strategic Report as part of the Compliance information under the heading

‘Going concern statement’ on page 90 which is incorporated by reference into these financial statements. Based on this evaluation, the

Directors have formed a judgement that the Group has adequate resources to continue in operational existence for the period to 31 January

2026, and considered it appropriate to prepare them on the going concern basis.

Climate change consideration

Climate change is a significant issue for the world and the transition to a low-carbon economy will create both risks and opportunities

for the Group. The management team has considered the impact of climate change in preparing the Consolidated Financial

Statements, particularly in the context of the risks identified in the TCFD Report on pages 68 to 81. These considerations, which are

integral to the Group’s strategy, are not viewed to be key areas of judgements or sources of estimation uncertainty in the current

financial year.

The management team considered the impact from climate change on the following areas:

– The going concern and viability of the Group over the next five years, including the potential impact of climate-related risks, such as

SThree’s offices impacted by heightened physical risks affecting our operational ability to place contractors and service the existing

contracts, resulting in lower revenue and income. This is subject to the ongoing assessment by the management team performed using

three climate-related scenarios for 2024–2040. The assessment helps to continually test SThree’s strategic resilience and its flexibility

to adapt operations to ever-changing risks and opportunities as a consequence of climate change to drive continued growth.

– Useful lives of fixed assets: the impact of climate change is not considered to be material on our existing asset base including

on factors like residual values, useful lives and depreciation methods which determine the carrying value of non-current assets.

Although the Group invests in low-carbon technology as part of its net zero commitment, there is no immediate risk of material

adjustment to the carrying values of the existing assets in the next financial year’s results. Over the course of our net zero path, the

existing fixed assets are expected to be fully depreciated within the next five to seven years.

– Recoverability of trade receivables and contract assets: the impact of climate-related matters could have an impact on the Group’s

clients in the future, especially, clients whose businesses/operations could be negatively affected by the introduction of emission-

reduction legislation, energy transition plans or by extreme weather and other physical conditions, which could lead to increase in

manufacturing costs, dilapidation of their asset base and their ability to pay debts. No material climate-related issues have arisen

during the current year that have impacted our assessment of the recoverability of receivables. Given the short-term maturity of

trade receivables including contract assets, climate change is unlikely to materially increase our credit risk.

– Share-based payments: some performance conditions of the Long-Term Incentive Plan (LTIP) for members of the Executive

Committee are linked and measured against ESG metrics since the 2022 financial year. This could impact the future amount of

the recognition of the share-based payment expense in the Group income statement. However, as the ESG-related performance

condition constitutes 10% of each grant, the impact is low.

– Segmental reporting: in our response to climate change and transition to a net zero target, there has not been any change to the

management information provided to, and reviewed by, the chief operating decision maker each month.

Whilst there is currently no material medium-term impact expected from climate change, the management team is aware of the ever-

changing risks and will continue to regularly monitor these risks against judgements and estimates made in preparation of the Group’s

financial statements.

Prior year restatement

During the year, the FRC’s Corporate Reporting Review Team (CRRT) reviewed the Group’s FY23 financial statements. The FRC

sought clarification on the recognition and disclosure of the FY22 interim dividend £6.4 million, which was declared in July 2022 but

only paid to shareholders at the start of the subsequent financial year (8 December 2022). This review resulted in the Group restating

the comparatives for the year ended 30 November 2023 in these financial statements to correct a presentation error of the FY22

interim dividend in the FY23 Consolidated Statement of Cash Flows. The FRC has subsequently closed its review.

Funds transferred to the share administrator before 30 November 2022 were presented in operating cash flows in the Consolidated

Statement of Cash Flows for the year ended 30 November 2022. The cash flow was a partial prepayment of the interim dividend paid

in December 2022. Consequently, the Directors have determined that this cash flow should have been reflected in financing activities

in the Consolidated Statement of Cash Flows for the year ended 30 November 2022 rather than in the year to 30 November 2023 as

previously presented.

The cash balance for FY23 was not misstated.

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Notes to the financial statements continued

for the year ended 30 November 2024

1 Basis of preparation and consolidation continued

Basis of preparation continued

Prior year restatement continued

The error has been corrected by restating each of the affected line items in the FY23 Consolidated Statement of Cash Flows, as

follows:

		(Decrease)/	2023
£’000	2023	increase)	(restated)
Impact on the Consolidated Statement of Cash Flows
Cash flows from operating activities
Decrease in receivables	10,019	(6,383)	3,636
Cash generated from operations	93,279	(6,383)	86,896
Net cash generated from operating activities	76,041	(6,383)	69,658
Cash flows from operating activities
Dividends paid to equity holders	(27,373)	6,383	(20,990)
Net cash used in financing activities	(52,151)	6,383	(45,768)

Accounting policies

The accounting policies used in the preparation of the Consolidated Financial Statements are consistent with those applied in the

previous financial year, except for the adoption of new and amended standards effective as of 1 December 2023 as set out below.

New and amended standards effective in 2024 and adopted by the Group

The following amendments to the accounting standards, issued by the IASB and endorsed by the UK and EU, have been adopted

by the Group and became applicable as of 1 December 2023. The Group did not have to change its accounting policies or make

retrospective adjustments as a result of adopting these amended standards.

– Disclosure of Accounting Policies (Amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2).

– Definition of Accounting Estimates (Amendments to IAS 8 Accounting policies, Changes in Accounting Estimates and Errors).

– Deferred Tax related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12 Income Taxes).

– International Tax Reform – Pillar Two Model Rules (Amendments to IAS 12 Income Taxes).

– IFRS 17 Insurance Contracts .

New and amended standards that are applicable to the Group but not yet effective

As at the date of authorisation of this Annual Report and Accounts, the following amendments to existing standards were in issue and

endorsed by the UKEB, but not yet effective. These changes are effective for the SThree’s financial year beginning 1 December 2024.

These amendments are not expected to have a material impact on the Group in the current or future financial years.

– New disclosure requirements for characteristics of supplier finance arrangements (Amendments to IAS 7 Statement of Cash Flows

and IFRS 7 Financial Instruments: Disclosures).

– New requirements for measuring lease liability arising in a sale and leaseback transaction (Amendments to IFRS 16 Leases).

– New classification requirements for liabilities as current or non-current (Amendments to IAS 1 Presentation of Financial Statements).

The Group has not early adopted any standard, interpretation or amendment that has been issued but is not yet effective.

The Group’s significant accounting policies relating to specific financial statement items are set out under the relevant notes.

Accounting policies that affect the financial statements as a whole and a description of the accounting estimates and judgements are

set out below.

Basis of consolidation

The Consolidated Financial Statements of the Group include the financial statements of the Company and all its subsidiaries.

Subsidiaries are fully consolidated from the date on which the Group obtains control. The Group has control when it has rights to

variable returns from its involvement in the entity and has the ability to affect those returns through its power over the entity. The

subsidiaries are deconsolidated from the date on which that control ceases.

Uniform accounting policies are adopted across the Group. All intra-group balances and transactions, including unrealised profits and

losses arising from intra-group transactions, are eliminated on consolidation.

Foreign currencies and translation

Functional and presentation currency

Items included in the financial statements of each Group subsidiary are measured using the currency of the primary economic

environment in which that subsidiary operates (its functional currency).

Transactions and balances

Foreign currency transactions are translated using exchange rates at the date of the transactions. Any exchange gain or loss from

settlement of these transactions or translation at the period end are recognised in the income statement.

Consolidation

On consolidation, the subsidiaries’ assets and liabilities denominated in foreign currencies are translated into Sterling at the rates ruling

at the reporting date. The results of foreign subsidiaries are translated into Sterling at average rates of exchange for the period and the

exchange differences arising on translation are recognised in Other Comprehensive Income. Any exchange differences which have

arisen from an entity’s investment in a foreign subsidiary, including long-term loans, are recognised as a separate component of equity

and are included in the Group’s currency translation reserve (CTR). When a foreign operation is sold, such exchange differences are

reclassified from CTR to the Consolidated Income Statement to form part of the gain or loss on disposal.

Critical accounting judgements and estimates

The preparation of financial statements requires the use of certain critical accounting estimates and judgements. It also requires

management to exercise judgement in the process of applying the Company’s accounting policies. Estimates and judgements are

continually evaluated and are based on historical experience and other factors, including expectations of future events that are

believed to be reasonable under the circumstances.

Critical accounting judgements

Details of critical accounting judgements which could have a significant impact upon the financial statements are set out in the related

notes as follows:

(i) Tracker shares arrangements (refer to note 11 Investments).

(ii) Indicators of impairment of investments in subsidiaries (Company only) (refer to note 11 Investments).

Critical accounting estimates

The assumptions and estimates at the end of the current reporting period that have a significant risk of resulting in a material

adjustment to the carrying amounts of assets and liabilities within the next financial year are set out in the related note as follows:

(i) Revenue recognition (refer to note 2 Operating segments).

(ii) Impairment of investments in subsidiaries (Company only) (refer to note 11 Investments).

Other areas of judgement and accounting estimates

The Consolidated Financial Statements include other area of judgement and accounting estimates. While this area does not meet

the definition under IAS 1 of significant accounting estimates or critical accounting judgements, the recognition and measurement

of certain material assets and liabilities are based on assumptions and/or are subject to longer-term uncertainties. The other area of

judgement and accounting estimates is:

(i) Provisions in respect of recoverability of trade receivables and contract assets, otherwise referred to as ‘allowance for expected

credit losses’.

As described in note 12 Trade and other receivables, provisions for impairment of trade receivables and contract assets have

been made. In reviewing the appropriateness of these provisions, consideration has been given to the ageing of the debt and the

potential likelihood of default, taking into account current and future economic conditions .

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Notes to the financial statements continued

for the year ended 30 November 2024

2 Operating segments

Accounting policy

Revenue

Revenue from contracts with customers is recognised when or as the Group satisfies a performance obligation by transferring

service to a client. For Contract placements, the Group satisfies its performance obligations over time.

Contract revenue for the supply of professional services, which is mainly based on the number of hours worked by a contractor,

is recognised when the service has been provided. Revenue earned but not invoiced at year end is accrued and included in

‘Contract assets’. The management team applies the historical shrinkage rate to Contract assets, aimed at preventing the over-

recognition of revenue.

For Permanent placements, the Group principally satisfies its performance obligations at a point in time. Revenue from Permanent

placements is typically based on a fixed percentage of the candidate’s remuneration package and is recognised when the

candidate commences employment.

Revenue from retained assignments is recognised on completion of certain pre-agreed stages of the service. Fees received for the

service are non-refundable.

Revenue is shown net of value added tax and other sales-related taxes, credit notes, rebates and discounts and after elimination of

sales within the Group.

Cost of sales

Cost of sales consists of the contractors’ (including employed contractors) cost of supplying services and any costs directly

attributable to them.

Net fees

Net fees represent revenue less cost of sales and consist of the total placement fees of Permanent candidates and the margin

earned on the placement of contractors.

Critical accounting estimates

Revenue recognition (Contract assets)

Contract revenue is recognised when the supply of professional services has been rendered. This includes an assessment of

professional services received by the client for services provided by contractors between the date of the last received timesheet

and the year end.

Revenue is accrued (known as Contract assets) for contracts which are valid in the period, but where no timesheet has been

received or approved, and therefore billing and payments to contractors have not taken place. The value of unsubmitted/

unapproved timesheets for each individual contractor is system generated and the number of hours worked by each contractor is

adjusted for expected holidays and the historical shrinkage rate.

The key estimation uncertainty arises from determining the historical shrinkage rate in relation to Contract assets at the reporting

date. The historical shrinkage rate is primarily caused by contractors working less hours than expected, mostly due to public

holidays, bridging days, annual leave and sick days and represents a full-year (12-month rolling) average pattern in which revenue

recognised for expected timesheets is reduced versus the actual timesheets received and approved each month.

In FY24, the average shrinkage rate was approximately 13.7% across the Group (FY23: 12.8%).

A 10% increase in this key assumption could have an impact of approximately £0.2 million on the amount of Contract net fees

(£1.1 million on revenue less £0.9 million on costs of sales) in the Consolidated Income Statement in the next financial year.

The Group’s operating segments are established on the basis of those components of the Group that are regularly reviewed by the

Group’s chief operating decision-making body, in deciding how to allocate resources and in assessing performance. The Group’s

business is considered primarily from a geographical perspective.

The Directors have determined the chief operating decision-making body (CODM) to be the Executive Committee made up of the

Chief Executive Officer, the Chief Financial Officer, the Chief Operating Officer, the Chief Commercial Officer, the Chief People

Officer and Regional Managing Directors, with other senior management attending via invitation.

The Group also presents separately the net fees of its five key markets: Germany, the Netherlands, the USA, the UK and Japan, as well

as a breakdown of net fees per Contract and Permanent, referred to as ‘service mix’.

DACH region comprises Austria, Germany and Switzerland. Rest of Europe comprises the UK, Belgium and France, and Middle East &

Asia includes Japan and the UAE.

Countries aggregated into DACH, Rest of Europe, Netherlands (including Spain), and separately into Middle East & Asia have similar

economic risks and prospects, i.e. they are expected to generate similar average gross margins over the long term, and are similar in

each of the following areas:

– the nature of the services (recruitment/candidate placement);

– the class of candidates (candidates, who we place with our clients, represent skill-sets in Sciences, Technology, Engineering

and Mathematics disciplines); and

– the methods used in which they provide services to clients (independent contractors, employed contractors and

permanent candidates).

The Group’s management reporting and controlling systems use accounting policies that are the same as these described in these

financial statements and the accompanying notes.

Revenue, cost of sales and net fees by reportable segment

The Group assesses the performance of its operating segments through a measure of segment profit or loss which is referred to as

‘net fees’ in the management reporting and controlling systems. Net fees is the measure of segment profit comprising revenue less

cost of sales.

	Revenue		Cost of sales		Net fees
£’000	2024	2023	2024	2023	2024	2023
DACH	456,051	524,732	328,505	375,807	127,546	148,925
Rest of Europe	353,150	399,862	291,836	329,423	61,314	70,439
Netherlands including Spain	343,571	367,643	265,039	285,494	78,532	82,149
USA	299,229	328,293	217,195	231,883	82,034	96,410
Middle East & Asia	40,905	42,637	21,252	21,785	19,653	20,852
	1,492,906	1,663,167	1,123,827	1,244,392	369,079	418,775

Split of revenue from contracts with customers

The Group derives revenue from the transfer of services over time and at a point in time in the following geographical regions:

			Netherlands
2024		Rest	including		Middle East
£’000	DACH	of Europe	Spain	USA	& Asia	Total
Timing of revenue recognition
Over time	427, 228	351,135	334,802	290,774	27,194	1,431,133
At a point in time	28,823	2,015	8,769	8,455	13,711	61,773
	456,051	353,150	343,571	299,229	40,905	1,492,906

			Netherlands
2023		Rest	including		Middle East
£’000	DACH	of Europe	Spain	USA	& Asia	Total
Timing of revenue recognition
Over time	483,491	396,354	358,122	316,866	29,382	1,584,215
At a point in time	41,241	3,508	9,521	11,427	13,255	78,952
	524,732	399,862	367,643	328,293	42,637	1,663,167

Major customers

In FY24 and FY23, no single customer generated more than 10% of the Group’s revenue.

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Notes to the financial statements continued

for the year ended 30 November 2024

2 Operating segments continued

Split of revenue from contracts with customers continued

Other information

The following segmental analysis has been included as additional disclosure to the requirements of IFRS 8 Operating Segments.

The Group’s revenue from external customers, its net fees and information about its segment assets (non-current assets excluding

deferred tax assets) by key location are detailed below:

	Revenue		Cost of sales		Net fees
£’000	2024	2023	2024	2023	2024	2023
Germany	393,850	453,537	282,082	322,662	111,768	130,875
Netherlands	318,665	350,295	247,706	273,222	70,959	77,073
USA	299,229	328,293	217,195	231,883	82,034	96,410
UK	226,904	263,461	188,575	218,508	38,329	44,953
Japan	13,356	10,813	2,764	1,496	10,592	9,317
RoW 1	240,902	256,768	185,505	196,621	55,397	60,147
	1,492,906	1,663,167	1,123,827	1,244,392	369,079	418,775

	30 November	30 November
£’000	2024	2023
Non-current assets
UK	28,334	11,458
Germany	13,887	11,891
USA	7,553	2,687
Netherlands	4,245	5,678
Japan	1,792	2,730
RoW 1	2,528	3,738
	58,339	38,182

1. RoW (Rest of World) includes all countries other than listed.

Non-current assets do not include Deferred Tax Assets as they are not reviewed by the CODM.

The following segmental analysis by brands, recruitment classification and sectors (being the profession of candidates placed) have

been included as additional disclosure to the requirements of IFRS 8 Operating segments.

	Revenue		Cost of sales		Net fees
£’000	2024	2023	2024	2023	2024	2023
Brands mix
Progressive	560,519	565,938	422,172	422,272	138,347	143,666
Computer Futures	454,982	538,710	338,826	401,119	116,156	137,591
Real Staffing Group	239,976	316,062	176,938	232,322	63,038	83,740
Huxley Associates	237,429	242,457	185,891	188,679	51,538	53,778
	1,492,906	1,663,167	1,123,827	1,244,392	369,079	418,775

Other brands, including Global Enterprise Partners, JP Gray and Madison Black are rolled into the above brands.

	Revenue		Cost of sales		Net fees
£’000	2024	2023	2024	2023	2024	2023
Service mix
Contract	1,431,133	1,584,215	1,120,516	1,240,713	310,617	343,502
Permanent	61,773	78,952	3,311	3,679	58,462	75,273
	1,492,906	1,663,167	1,123,827	1,244,392	369,079	418,775

	Revenue		Cost of sales		Net fees
£’000	2024	2023	2024	2023	2024	2023
Skills mix
Technology	747,598	842,634	569,904	640,124	177,694	202,510
Engineering	422,984	415,357	317,654	306,537	105,330	108,820
Life Sciences	221,295	270,235	160,369	194,719	60,926	75,516
Other	101,029	134,941	75,900	103,012	25,129	31,929
	1,492,906	1,663,167	1,123,827	1,244,392	369,079	418,775

3 Administrative expenses

(a) Operating profit is stated after charging/(crediting):

£’000	2024	2023
Staff costs (note 4)	234,741	255,007
Depreciation (note 9)	15,230	15,898
Amortisation (note 10)	24	16
Loss on disposal of property, plant and equipment (note 9)	135	160
Gain on lease modification (note 9)	(69)	–
Service lease charges – Buildings 1	2,464	2,176
Service lease charges – Cars 1	1,903	1,890
Foreign exchange losses	742	1,882
Research and development tax credits 2	(1,647)	–
Gain on disposal of subsidiary 3	(135)	–
Other income 4	(2,690)	–

1. Service lease charges represent payments that vary based on factors other than an index or a rate, such as building maintenance, small repairs, cleaning charges, and other management fees,

and are not included in the present value calculation of lease liabilities and are recognised in the income statement and presented as operating cash flows.

2. During the year, management assessed the Group-wide Technology Improvement Programme (TIP) for any claim for research and development expenditure credits (RDEC). The claims were

determined for TIP-related expenditure incurred in the three years to 30 November 2024.

The underlying qualifying expenditure, based on which the claims were quantified, was a mixture of costs expensed immediately to the income statement for these financial periods, £1.6 million

as presented in the above table, and costs capitalised as part of assets under construction as per note 10 (intangible assets in the Consolidated Statement of Financial Position – the RDEC claim

reduced the capitalised cost and will impact the Consolidated Income Statement on a systematic basis over the useful life of the assets once the amortisation starts).

3. The accumulated foreign exchange net gain reclassified from the Group’s currency translation reserve to the Consolidated Income Statement on liquidation of two subsidiary companies.

4. £2.7 million in other income represents the release of accruals for the historically unclaimed invoices by contractors who had delivered service to our clients in prior years. Following a detailed

review of the unclaimed invoices, which were older than statutory limitations in each relevant country, the decision was made to release these accruals to the income statement.

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Notes to the financial statements continued

for the year ended 30 November 2024

3 Administrative expenses continued

(b) Auditors’ remuneration

During the year, the Group (including its subsidiaries) obtained the following services from the Company’s auditors and its associates.

£’000	2024	2023
Fees payable to the Company’s auditors for the audit of the Company’s annual financial statements:
– recurring and non-recurring audit fees	845	699
Fees payable to the Company’s auditors and their associates for other services to the Group:
– audit of the Company’s subsidiaries pursuant to legislation	403	429
– audit-related assurance services	–	13
– all other non-audit services including Viewpoint subscription	–	1
Fees charged to operating profit	1,248	1,142

4 Directors and employees

Accounting policy

Employee benefits

Wages, salaries, bonuses, social security contributions, paid annual leave or sick leave and any other employee benefits are

accrued in the period in which the associated services are rendered by employees to the Group.

The Group operates defined contribution pension schemes. The assets of the schemes are held separately from those of the

Group in independently administered funds. The pension costs charged to the income statement represent the contributions

payable by the Group to the funds during each period.

Share-based payments

The Group operates a number of equity-settled share-based arrangements, under which it receives services from employees in

return for equity instruments of the Group. The cost of equity-settled transactions with employees is measured by reference to

the fair value at the date when equity instruments are granted and is recognised as an expense over the vesting period, which

ends on the date on which the employees become fully entitled to the award. Fair value is determined by using an appropriate

valuation model.

No expense is recognised for awards that do not ultimately vest. For the awards with non-vesting conditions (awards that do not

have an explicit or implicit service requirement), the full cost of the award is recognised on the grant date, i.e. they are treated as

fully vested irrespective of whether or not the market condition is satisfied.

At the end of the reporting period, the cumulative expense is calculated, representing the extent to which the vesting period

has expired and the best estimate of the achievement of non-market conditions and the number of equity instruments that will

ultimately vest. The movement in cumulative expense since the previous year end is recognised in the income statement, with a

corresponding credit recognised in equity.

Where an equity-settled award is cancelled, it is treated as if it had vested on the date of cancellation and any cost not yet

recognised in the income statement for the award is expensed immediately. Any compensation paid, up to the fair value of

the award, at the cancellation or settlement date, is deducted from equity, with any excess over fair value being treated as an

expense in the income statement.

Aggregate remuneration of employees, including Directors, in continuing operations was:

	Group		Company
£’000	2024	2023	2024	2023
Wages and salaries (including bonuses)	200,489	216,354	1,808	1,637
Social security costs	25,453	28,917	193	172
Other pension costs	3,056	3,090	–	37
Temporary staff costs	757	1,761	–	–
Share-based payments (see note 19(b))	4,986	4,885	98	226
	234,741	255,007	2,099	2,072

The staff costs capitalised during the year on internally developed assets (note 10) and not included in the above amounts were £4.2

million (FY23: £2.7 million).

The average monthly number of employees (including Executive Directors) during the year was:

				Netherlands
	Rest			including	Middle East	Group	Company
2024	of Europe	DACH	USA	Spain	& Asia	total	total
Sales	377	755	324	348	179	1,983	–
Non-sales	485	175	112	102	32	906	7
	862	930	436	450	211	2,889	7

				Netherlands
	Rest			including	Middle East
2023	of Europe	DACH	USA	Spain	& Asia	Group total	Company total
Sales	431	818	367	356	166	2,138	–
Non-sales	635	173	131	94	29	1,062	8
	1,066	991	498	450	195	3,200	8

The average number of employees is derived by dividing the sum of the number of employees employed under contracts of service

in each month (whether throughout the month or not) by the number of months in the financial year, irrespective of whether they are

full-time or part-time.

There were also 3,116 (FY23: 3,441) contractors engaged during the year under the Employed Contractor Model (ECM). They are not

included in the numbers above as they are not considered to be full-time employees of the Group. The labour costs of employed

contractors is treated as the direct costs attributable to the delivery of SThree’s recruitment services to its clients. The entire ECM

cost, which in the current year amounted to £324.3 million (FY23: £349.6 million), is therefore captured within cost of sales.

Details of the Directors’ remuneration for the year, including the highest paid Director, which form part of these financial statements,

are provided in the ‘Audited information’ section of the Directors’ remuneration report (section 1.1).

Directors’ compensation for loss of office was £nil (FY23: £0.4 million).

5 Finance income and finance costs

Accounting policy

Finance income is recognised as the interest accrues to the net carrying amount of the financial asset. Finance cost is recognised

in the income statement in the period in which it is incurred.

£’000	2024	2023
Finance income
Bank interest receivable	2,890	2,237
Other interest	1	20
	2,891	2,257
Finance costs
Interest on lease liability	(1,337)	(605)
Bank loans and overdrafts	(108)	(93)
	(1,445)	(698)
Net finance income	1,446	1,559

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Notes to the financial statements continued

for the year ended 30 November 2024

6 Income tax expense

Accounting policy

The tax expense comprises both current and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit before income tax as reported in

the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further

excludes items that are never taxable or deductible. The Group’s liability for current tax is calculated using tax rates that have been

enacted or substantively enacted by the reporting date.

Deferred tax

Deferred tax is provided in full, using the liability method, on temporary differences at the reporting date arising between the tax

bases of assets and liabilities and their carrying amounts in the financial statements. Deferred tax is calculated using tax rates that

are expected to apply when the related deferred tax asset is realised, or the deferred tax liability is settled, based on tax rates (and

tax laws) that have been enacted or substantively enacted by the reporting date.

Deferred tax assets are recognised only to the extent that it is probable that sufficient future taxable profits will be available

to allow all or part of the deferred tax asset to be utilised. Where an entity has been loss-making, deferred tax assets are only

recognised if there is convincing evidence supporting its future utilisation.

(a) Analysis of tax charge for the year

£’000	2024	2023
Current income tax
Corporation tax charged on profits for the year	18,966	23,679
Adjustments in respect of prior periods	(4,157)	(447)
Total current tax charge	14,809	23,232
Deferred income tax
Origination and reversal of temporary differences	2,414	(1,117)
Adjustments in respect of prior periods (note 18)	725	(251)
Total deferred tax charge/(credit)	3,139	(1,368)
Total income tax charge in the Consolidated Income Statement	17,948	21,864

(b) Reconciliation of the effective tax rate

The Group’s tax charge for the year exceeds (FY23: exceeds) the UK statutory rate and can be reconciled as follows:

£’000	2024	2023
Profit before income tax for the Group	67,640	77,915
Profit before income tax multiplied by the standard rate of corporation tax in the UK at 25.0% (FY23: 23.0%)	16,910	17,920
Effects of:
Disallowable items	1,585	976
Uncertain tax positions – current year	826	261
Uncertain tax positions – prior year	(3,054)	–
Share-based payments	487	483
Differing tax rates on overseas earnings	1,744	2,524
Utilisation of tax losses brought forward	(691)	(454)
Adjustments in respect of prior periods	(396)	(697)
Adjustments due to tax rate changes	124	(1)
Tax losses for which deferred tax asset was not recognised or derecognised	413	852
Total tax charge for the year	17,948	21,864
At the effective tax rate	26.5%	28.1%

A more granular level of analysis has been included above when compared to the prior year financial statements. The total tax charge

has not changed.

£’000	2024	2023
Equity-settled share-based payments:
Current tax credit	45	69
Deferred tax charge	(55)	(37)
	(10)	32

The Group expects to receive additional tax deductions in respect of share options currently unexercised. The Group is required to

provide for deferred tax on all unexercised share options. Where the amount of the tax deduction (or estimated future tax deduction)

exceeds the amount of the related cumulative remuneration expense, this indicates that the tax deduction relates not only to

remuneration expense but also to an equity item. In this situation, the excess of the current or deferred tax should be recognised in

equity. At 30 November 2024, a deferred tax asset of £0.5 million (FY23: £1.4 million) was recognised in respect of these options (note 18

Deferred tax).

On 17 November 2022, the UK Government confirmed its intention to implement the G20-OECD Inclusive Framework Pillar 2 rules

in the UK, including a Qualified Domestic Minimum Top-Up Tax rule. This legislation, which was enacted on 11 July 2023, will seek

to ensure that UK-headquartered multinational enterprises pay a minimum tax rate of 15% on UK and overseas profit for accounting

periods commencing after 31 December 2023.

As the majority of jurisdictions in which the Group operates are at a tax rate above 15%, the impact of these rules on the Group is not

expected to be material. As a result we are not providing for any additional current or deferred tax in relation to Pillar 2. The Group

applies the exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income

taxes, as provided in the amendments to Section 29 issued in July 2023.

The safe harbour position has been analysed for each jurisdiction and we would expect all material jurisdictions to pass safe harbour

tests, therefore no material impacts are expected.

7 Earnings per share

Accounting policy

Basic earnings per share (EPS) is calculated by dividing the profit for the year attributable to owners of the Company by the

weighted average number of ordinary shares outstanding during the period excluding shares held as treasury shares (note 19(a))

and those held in the Employee Benefit Trust (EBT), which for accounting purposes are treated in the same manner as shares held

in the treasury reserve.

Diluted EPS is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all

dilutive ordinary shares arising from exercising employee stock options and tracker shares.

For accounting policy regarding EBT, refer to note 19 Equity.

The following tables reflect the income and share data used in the basic and diluted EPS calculations.

£’000	2024	2023
Earnings
Profit for the year attributable to owners of the Company	49,692	56,051
million	2024	2023
Number of shares
Weighted average number of shares used for basic EPS	132.8	132.1
Dilutive effect of share plans	1.3	2.9
Diluted weighted average number of shares used for diluted EPS	134.1	135.0

pence	2024	2023
Basic EPS	37.4	42.4
Diluted EPS	37.1	41.5

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Notes to the financial statements continued

for the year ended 30 November 2024

8 Dividends

Accounting policy

Interim dividends are recognised in the financial statements at the time they are remitted. The date on which the full balance of all

funds, which are required to settle the interim dividends, is transferred by the Company to the third-party share administrator is the

trigger event for the recognition of the interim dividends as paid in the Group Consolidated Financial Statements. This is the date

on which the Group releases control over interim dividend-related funds as there is no legal mechanism as part of the underlying

agreement with the share administrator to allow management to revoke the dividend and retrieve the funds.

Final dividends declared to the Company’s shareholders are recognised as a liability in the Company’s and Group’s financial

statements in the period in which they are approved by the Company’s shareholders.

The Company recognises dividends from subsidiaries at the time that they are declared.

£’000		2024	2023
Amounts recognised as distributions to equity holders in the year
Interim dividend of 5.0 pence for FY22 per share (note a)		–	6,605
Interim dividend of 5.0 pence for FY23 per share (note b)		494	6,383
Final dividend of 11.6 pence for FY23 (11. 0 pence for FY22)	per share (note c)	15,366	14,385
		15,860	27,373

£’000		2024	2023
Amounts arising in respect of the financial year
Interim dividend of 5.1 pence for FY24 (5.0 pence for FY23)	per share (note d)	6,824	6,383
Proposed final dividend of 9 .2 pence for FY24 (11.6 pence for FY23)	per share (note e)	12,221	15,327
		19,045	21,710

Note a

The FY22 interim dividend of 5.0 pence per share was paid on 2 December 2022 to those shareholders on the register of SThree plc

on 4 November 2022. The £6.4 million of the total £6.6 million in funds required for settlement of the FY22 interim dividend, were

transferred by the Group to the share administrator before 30 November 2022. The remaining balance of £0.2 million was transferred

to the share administrator post the FY22 year end, in December 2022. In FY23, once the share administrator was in receipt of all funds

required for settlement of the interim dividend, the FY22 interim dividend was recognised as distribution to equity holders within the

Consolidated Statement of Changes in Equity.

Note b

The FY23 interim dividend of 5.0 pence per share was paid on 8 December 2023 to those shareholders on the register of SThree plc

on 10 November 2023. The £6.4 million in funds, required for settlement of the FY23 interim dividend, were transferred by the Group

to the share administrator before 30 November 2023.

The £0.5 million shown as distributed in FY24 included £0.3 million in payments to shareholders who claimed the FY23 interim

dividend post the FY23 year end. The remaining balance, £0.2 million, relates to the historical unclaimed dividends due to shareholders

from prior years. As part of the process of transitioning to the new share administrator, onboarded in January 2024, the £0.2 million in

funds were transferred to the share administrator during FY24 and are currently subject to the distribution to shareholders.

Note c

The FY23 final dividend of 11.6 pence (11.0 pence for FY22) per share was paid on 7 June 2024 to shareholders on the register of

SThree plc on 10 May 2024.

Note d

The FY24 interim dividend of 5.1 pence (5.0 pence for FY23) per share was paid on 6 December 2024 to shareholders on record

at 8 November 2024. The £6.8 million in funds, required for settlement of the FY24 interim dividend, were transferred to the share

administrator after 2 December 2024.

Note e

The Board has proposed the FY24 final dividend of 9.2 pence (11.6 pence for FY23) per share, to be paid on 6 June 2025 to

shareholders on record at 9 May 2025. This proposed final dividend is subject to approval by shareholders at the Company’s next

Annual General Meeting on 29 April 2025, and therefore has not been included as a liability in these financial statements.

9 Property, plant and equipment

Accounting policy

Property, plant and equipment are recorded at cost less accumulated depreciation and any impairment losses. Subsequent

expenditure is added to the carrying value of the asset when it is probable that future economic benefits, in excess of the originally

assessed performance of the existing asset, will flow to the Group and the costs can be measured reliably. All other subsequent

expenditure is expensed in the period in which it is incurred.

Depreciation is provided on a straight-line basis and charged to the income statement over the expected useful working lives of

the assets, after they have been brought into use, at the following rates:

Right-of-use assets lower of the asset’s useful life and the lease term

Computer equipment three years

Leasehold improvements between five and seven years or, if lower, the lease term

Fixtures and fittings five years

Gains and losses on disposals are included in the income statement by comparing proceeds with carrying amount.

Residual values and useful lives are reviewed and adjusted if appropriate at the end of the reporting period. Any changes are

accounted for prospectively.

Property, plant and equipment are reviewed for impairment whenever events or changes in circumstances indicate that the

carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the carrying amount of the

asset exceeds its recoverable amount, which is the higher of the asset’s fair value less cost to sell and its value in use.

For accounting policy regarding right-of-use assets, refer to note 15 Leases.

The movements of property, plant and equipment by class of assets are as follows:

	Right-of-use	Computer	Leasehold	Fixtures and
£’000	assets	equipment	improvements	fittings	Total
Cost
At 1 December 2022	54,067	17,540	9,922	5,229	86,758
Additions	12,199	1,114	353	508	14,174
Disposals	(10,305)	(3,358)	(805)	(382)	(14,850)
Forex revaluation	(973)	(184)	(235)	(67)	(1,459)
At 30 November 2023	54,988	15,112	9,235	5,288	84,623
Additions	23,497	2,096	4,046	1,654	31,293
Disposals	(15,091)	(2,227)	(1,343)	(443)	(19,104)
Forex revaluation	(1,408)	(242)	(162)	(136)	(1,948)
At 30 November 2024	61,986	14,739	11,776	6,363	94,864
Accumulated depreciation
At 1 December 2022	24,273	15,195	8,059	3,982	51,509
Depreciation charge for the year	13,174	1,596	759	369	15,898
Disposals	(8,747)	(3,242)	(768)	(375)	(13,132)
Forex revaluation	(418)	(156)	(147)	(47)	(768)
At 30 November 2023	28,282	13,393	7,903	3,929	53,507
Depreciation charge for the year	12,944	1,132	702	452	15,230
Disposals	(15,160)	(2,228)	(1,207)	(443)	(19,038)
Forex revaluation	(633)	(206)	(131)	(82)	(1,052)
At 30 November 2024	25,433	12,091	7,267	3,856	48,647
Net book value
At 30 November 2024	36,553	2,648	4,509	2,507	46,217
At 30 November 2023	26,706	1,719	1,332	1,359	31,116

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Notes to the financial statements continued

for the year ended 30 November 2024

9 Property, plant and equipment continued

A depreciation charge of £15.2 million (FY23: £15.9 million) was recognised in administrative expenses.

During the year, certain assets such as IT hardware, leasehold improvements and other office equipment were found to be no longer

operational. These assets with a total net book value of £0.1 million (FY23: £0.2 million) were disposed of, incurring a loss on disposal

of £0.1 million (FY23: a loss on disposal of £0.2 million).

For the carrying amount of right-of-use assets per class of underlying asset refer to note 15 Leases. During the year, the Group early-

terminated certain lease contracts (including the write-off of the corresponding lease liabilities) resulting in a small gain of £0.1 million

on lease modification (FY23: no gain or loss on lease modification).

The Company has no property, plant and equipment.

10 Intangible assets

Accounting policy

Goodwill

Goodwill arising on consolidation represents the excess of purchase consideration over the fair value of the Group’s share of

the identifiable net assets of the acquired subsidiary at the date of acquisition. Goodwill on the acquisition of subsidiaries has an

indefinite useful life and is included in intangible assets. If the goodwill balance is material, it is tested annually for impairment and

carried at cost less accumulated impairment losses. Any impairment is recognised immediately in the income statement and is

not subsequently reversed. On disposal of a subsidiary, the attributable amount of goodwill is included in the determination of the

profit or loss on disposal.

Acquired and developed software and systems

Computer software acquired or developed by the Group is stated at cost less accumulated amortisation. Costs incurred on

software and system development projects are only capitalised if capitalisation criteria under IAS 38 Intangible Assets (IAS 38) are

met. These are amortised as follows:

Acquired computer software expected useful life of three to seven years

Software and system development costs expected useful lives not exceeding seven years

Costs relating to configuring or customising the SaaS are assessed to determine if there is a separate intangible asset over which

the Group has control. If an asset is identified, it is capitalised and amortised over the useful economic life of the asset. When

no separate intangible asset is identified, then the costs are either expensed when incurred or recognised as a prepayment and

spread over the term of the arrangement if the costs are concluded to not be distinct.

Software maintenance costs are expensed in the period in which they are incurred. Other costs linked to development projects

that do not meet the IAS 38 criteria are expensed in the period incurred.

Research and development tax relief in the form of the Research and Development Expenditure Credit (RDEC) is recognised

in the income statement over the periods in which the qualifying expenditure giving rise to the RDEC claim is recognised, as

the Group’s assessment of the conditions of receipt of the RDEC concludes that it meets the definition of a Government grant.

Certain expenses within the scope of RDEC are capitalised as part of the Group’s development costs. Where this is the case, the

Group defers the income associated with the claim to deferred income and releases it to the income statement in line with the

amortisation profile of the associated asset.

Assets under construction

Purchased assets or internally generated intangible assets that are still under development are classified as ‘assets under

construction’. These assets are reclassified within intangibles over the phased completion dates and are amortised from the date

they are reclassified.

Trademarks

Acquired trademarks are stated at cost and are amortised over the estimated useful life (up to 12 years) on a straight-line basis.

Impairment of intangible assets

Assets that are not subject to amortisation are tested for impairment annually. Any impairment loss or gain is recognised in the

income statement.

Impairment loss is the excess of an asset’s carrying amount over its recoverable amount. The recoverable amount represents

the higher of an asset’s fair value less costs to sell and its value in use. Value in use is measured based on the expected future

discounted cash flows attributable to the asset. For the purposes of assessing impairment, assets are grouped at the lowest levels

for which there are separately identifiable cash flows (cash-generating units).

The movements in intangible assets by asset class during the year were as follows:

				Internally generated
				Software
				and system
		Computer	Assets under	development
£’000	Goodwill	software	construction	costs	Trademarks	Total
Cost
At 1 December 2022	206,317	9,084	–	39,112	71	254,584
Additions	–	64	6,173	–	–	6,237
Disposals	–	(3,760)	–	–	–	(3,760)
Forex revaluation	–	(1)	–	–	–	(1)
At 30 November 2023	206,317	5,387	6,173	39,112	71	257,060
Additions	–	–	6,790	–	–	6,790
Disposals	–	(2,988)	–	–	–	(2,988)
Reclassification, including RDEC claim (see note 3)	–	–	(1,708)	–	–	(1,708)
Forex revaluation	–	(3)	–	–	–	(3)
At 30 November 2024	206,317	2,396	11,255	39,112	71	259,151
Accumulated amortisation and impairment
At 1 December 2022	205,479	9,076	–	39,112	71	253,738
Amortisation charge for the year	–	16	–	–	–	16
Disposals	–	(3,760)	–	–	–	(3,760)
At 30 November 2023	205,479	5,332	–	39,112	71	249,994
Amortisation charge for the year	–	24	–	–	–	24
Disposals	–	(2,987)	–	–	–	(2,987)
Forex revaluation	–	(2)	–	–	–	(2)
At 30 November 2024	205,479	2,367	–	39,112	71	247,029
Net book value
At 30 November 2024	838	29	11,255	–	–	12,122
At 30 November 2023	838	55	6,173	–	–	7,066

During the current year, the Group increased its intangible assets book value by a net amount of £5.1 million to £12.1 million (FY23: £7.1

million) following the progress of the regional roll-out of the Technology Improvement Programme (TIP) cohorts. This increase includes

the £1.3 million in reduction to the capitalised costs representing a deferred benefit from the research and development expenditure

credits (see note 3 Administrative expenses for further details).

In FY24, the Group also incurred £2.6 million (FY23: £3.8 million) in costs which were not directly attributable to the assets developed

under the TIP (such as project management and other administration-related tasks) and which were expensed immediately to the

income statement.

At the reporting date, all the costs capitalised in the statement of financial position were classified as assets under construction.

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Notes to the financial statements continued

for the year ended 30 November 2024

10 Intangible assets continued

The asset amortisation is expected to commence early next year at the earlier of (i) US and Germany deployment, including interim

ECM solution, be fully completed, or (ii) US and Netherlands deployment be fully completed. Successful resolution of the challenges

faced during these deployments will provide management with assurance that any possible insurmountable problems in all other

regions will be overcome, and the programme implementation will ultimately succeed across the entire Group.

An amortisation charge for FY24 was immaterial, less than of £0.1 million (FY23: £0.1 million), and was included in administrative expenses.

Disclosures required under IAS 36 Impairment of Assets for goodwill impairment have not been included on the basis that the goodwill

value is not considered material.

The Company has no intangible assets.

11 Investments

Accounting policy

Equity investments

The Group classifies its financial assets in the following measurement categories:

– those measured subsequently at fair value, either through other comprehensive income (FVOCI) or through profit or loss; and

– those measured at amortised cost.

Classification depends on the Group’s business model for managing the financial assets and the contractual terms of the cash

flows. For assets measured at fair value, gains and losses will be recorded in either profit or loss or OCI. For investments in equity

instruments that are not held for trading, this will depend on whether the Group has made an irrevocable election at the time of

initial recognition to account for the equity investment at FVOCI. Financial assets with embedded derivatives are considered in

their entirety when determining whether their cash flows are solely payments of principal and interest.

Subsidiaries

Investments in shares in subsidiary companies are stated at cost less impairment loss to the extent that the carrying value exceeds

the recoverable amount; the investment is impaired to its recoverable amount with the impairment charged to the Company’s

income statement. An investment is deemed to be impaired when it has been determined that its carrying value will not be

recovered either through actual cash flows or operating profit generation or selling it. If circumstances arise that indicate that

investments might be impaired, the recoverable amount of the investment is estimated. The recoverable amount is the higher of

the entity’s fair value less costs to sell or its value in use. To the extent that the carrying value exceeds the recoverable amount, the

investment is impaired to its recoverable amount.

Where share-based payments are granted to the employees of subsidiary undertakings by the Company, they are treated as a

capital contribution to the subsidiary and the Company’s investment in the subsidiary is increased accordingly.

Tracker share arrangements

Over the past years, until 2020, the Group invited selected senior individuals to invest in the businesses they manage, sharing

in both the risk and reward. These individuals were offered equity (‘tracker shares’) in those businesses in return for making an

investment. The amount of equity offered varied in different circumstances but was never over 25% of the overall equity of the

business in question. The equity stake tracks the performance of the underlying business and the individuals receive dividends

(if declared) by the ‘tracked’ business.

If an individual remains a holder of the tracker shares for a pre-agreed period, typically three to five years depending on the

vesting period applied to the tracker shares, they may then offer their vested tracker shares for sale to the Group, but there is no

obligation on the Group to settle the arrangement. SThree will undertake a formal due diligence process to establish whether

there is a sound business case for settling a tracker share and make an arm’s length judgement. Should the Group decide to

settle the tracker shares, it will do so at a price which is determined using a formula stipulated in the tracker share Articles of

Association (Articles). SThree plc may settle in cash or in its shares, as it chooses. The Group policy is to settle in SThree plc

shares. Consequently, the arrangements are deemed to be an equity-settled share-based payment scheme under IFRS 2 Share-

based Payments (IFRS 2).

Individuals paid the fair value for the tracker shares at the time of the initial subscription, as determined by an independent third-

party valuer in accordance with IFRS 2 and taking into account the particular rights attached to the shares as described in the

relevant businesses’ Articles. The initial valuation always took into consideration factors such as the size and trading record of the

underlying business, expected dividends, future projections, as well as the external market, sector and country characteristics. The

external valuer was supplied with detailed financial information, including net fees and EBITDA of the relevant businesses. Using

this information, an independent calculation of the initial Equity Value (EV) was prepared. This EV was then discounted to arrive at

a valuation to take into account the relevant characteristics of the shareholding in the tracked business, for example the absence

of voting rights.

Tracker share arrangements continued

The methodology for calculating the EV was applied consistently, although the data used varied depending on the size and history

of the business.

In FY21, the Directors decided to close the tracker share scheme for any new entrants/investments.

Up until FY14, certain individuals received loans from the Group to pay part of the initial subscription for their tracker shares, on

which interest is charged at or above the HMRC beneficial loan rate. These loans are repayable by the individuals either at the

time of settlement of their tracker shares, or via tracker share dividend, or when they leave the Group. These loans are included

within other receivables (note 12 Trade and other receivables).

During the vesting period, no share-based payment charge is recognised in the income statement on the basis that the initial

subscription by the individual at the grant date equated to the fair value at that date. Dividends declared by the tracked businesses,

which were factored into the grant date fair value determination of the tracker shares, are recorded in equity as ‘distributions to

tracker shareholders’.

When the Company issues new shares to settle the tracker share arrangements, the nominal value of the shares is credited to

share capital and the difference between the fair value of the tracker shares and the nominal value is credited to share premium. If

the Company uses treasury shares to settle the arrangements, the difference between the fair value of the tracker shares and the

weighted average value of the treasury shares is accounted for in the retained earnings.

Critical accounting judgements

Tracker shares arrangements

The tracker shares arrangements give the Group the choice to settle tracker shares in either cash or SThree plc shares. There

are significant accounting differences between an equity-settled and cash-settled scheme. Judgement is therefore required as

to whether this is a cash or equity-settled share-based payment scheme. Based on the Directors’ judgement, the tracker share

arrangements are accounted for as an equity-settled share-based payment scheme under IFRS 2 as the Group’s policy is to settle

its obligations under the arrangements in SThree plc shares. The Company settles tracker shares through either treasury shares or

the issue of new shares in SThree plc. The Companies Act 2006 does not specify whether the issue of treasury shares to settle

share-based payments should be accounted for in share premium or elsewhere. The Company has taken legal advice which

confirms this is judgemental and therefore the approach taken by the Company is to include differences between the fair value of

the tracker shares settled and the weighted average cost of treasury shares in retained earnings.

Tracker shares can be repurchased from holders with either cash or SThree plc shares at the Company’s discretion. Historically,

the Company’s policy and intention has been to settle tracker shares using SThree plc shares. Therefore, the judgement of the

Directors is that this scheme is treated as equity-settled.

Indicators of impairment of investments in subsidiaries (Company only)

At each reporting date, the Company assesses whether there are indications of impairment of its investments in subsidiaries. The

Company uses both external and internal sources of information to make this assessment, including significant adverse changes in

the market or economic environment in which subsidiaries operate, the carrying amount of their net assets versus market value, or

internal management that indicate that the financial performance of subsidiaries will be worse than budgeted.

Only when an indication of impairment is identified, the Company performs a detailed impairment review including calculations of

recoverable amounts of the investments.

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Notes to the financial statements continued

for the year ended 30 November 2024

11 Investments continued

Company

Cost	£’000
At 1 December 2022	372,228
Additions
– Settlement of vested tracker shares	4,075
– Settlement of unvested tracker shares	461
– Capital contribution relating to share-based payments	3,919
At 30 November 2023	380,683
Additions
– Settlement of vested tracker shares	4,841
– Capital contribution relating to share-based payments	2,761
At 30 November 2024	388,285
Provision for impairment
At 1 December 2022	157,010
Provision made during the year	48
At 30 November 2023	157,058
Provision made during the year	46,507
At 30 November 2024	203,565
Net carrying value
At 30 November 2024	184,720
At 30 November 2023	223,625

During the year, the Company settled a number of vested tracker shares by awarding SThree plc shares (note 19(b)). This resulted in an

increase in the Company’s investment of £4.8 million (FY23: £4.5 million) in relevant subsidiary businesses.

IFRS 2 requires that any options or awards granted to employees of subsidiary undertakings, without reimbursement by the subsidiary,

increase the carrying value of the investment held in the subsidiaries. In FY24, the Company recognised a net increase in investments in

its subsidiaries of £2.8 million (FY23: £3.9 million) relating to share options and awards including those under the Long-Term Incentive

Plan, Save-As-You-Earn, Employee Share Purchase Plan schemes and Deferred shares (executive short-term incentive scheme).

Assessment of investment impairment indications

The Company performed an assessment of impairment indications for its portfolio of investments in subsidiaries. The latest trading forecasts

were revised significantly downwards compared to the prior year expectations, and triggered detailed calculations of the recoverable

amounts for all the Company’s investments. Only one investment, the UK operations, required a recognition of the impairment charge, at

£46.5 million. All non-UK investments had sufficient buffer in their recoverable amounts, and no impairment was recognised.

The impairment charge of £46.5 million was attributable to the UK trading business, SThree Partnership LLP, as its trading performance

continued to deteriorate amidst prolonged challenging market conditions (for more details refer to the Strategic Report, Business

review of Rest of Europe).

The recoverable amount of the UK investment was established as the higher of ‘fair value less costs of disposal’ (FVLCD) and ‘value in

use’ (VIU). The VIU valuation was determined from the post-tax operating unit profit (OUP) cash flows forecast to be generated by the

UK business in the next five years and into perpetuity. Post-tax cash flows were discounted to present value using a post-tax weighted

average cost of capital (WACC) of 11.5% (an equivalent of the pre-tax WACC of 15.4%) and a long-term growth rate of 2.0%. With the

stable UK tax rate at 25% and increased post-tax WACC, the new recoverable amount was materially below the investment’s carrying

value. Hence, impairment charge was required.

The impairment assessment involves judgements and estimates prevailing at the time of the test. The actual outcomes may differ

from the assumptions made. The Company considered reasonably possible changes to the assumptions:

(i) Apply a 5% reduction in forecast net fees, assuming a stable conversion ratio. This would result in further impairment charge

of £2.4 million.

(ii) Apply a 10% reduction to forecast OUP. This would result in further impairment charge of £5.1 million.

(iii) Increase a post-tax WACC by 10% (from 11.5% to 12.7%). This would result in further impairment charge of £5.6 million.

Furthermore, a small amount of investment, less than £0.1 million held by the Company in the discontinued business Malaysia, was also

written off. This impairment charge did not impact the Group consolidated results.

For comparison, an impairment loss of £0.1 million recognised by the Company in the prior year was in relation to two discontinued

businesses, Luxembourg and Canada.

A full list of the Company’s subsidiaries that existed as at 30 November 2024 is provided in note 25.

12 Trade and other receivables

Accounting policy

Trade receivables including contract assets are amounts due from customers for services performed in the ordinary course of

business. They are initially recognised at fair value and subsequently measured at amortised cost using the effective interest rate

method. The normal credit terms are between 14–30 days upon service provision, with 30 days becoming a more prevalent

payment term.

The Group applies the IFRS 9 simplified approach for trade and other receivables and follows an expected credit losses (ECLs)

approach for measuring the allowance of its trade receivables. ECL provision has been considered for contract assets but it

is viewed as immaterial. The Group recognises a loss allowance based on lifetime ECLs at each reporting date. For invoices

reviewed on a portfolio basis (i.e. not individually reviewed), the loss allowance for ECLs is provided at differing percentages

determined based on historical collection experience, adjusted for forward-looking market factors specific to the debtors

and the economic environment. Certain exposures within trade receivables are individually assessed for which the Directors

make judgement on a client-by-client basis as to their ability to collect outstanding receivables. When reviewing significant

outstanding invoices, the Directors consider qualitative factors that are available without undue cost or effort, such as a decrease

in the debtor’s creditworthiness, changes in external or internal credit ratings, macro-economic conditions, actual or expected

deterioration in business performance of any particular debtor, and other known issues.

Derecognition of trade and other receivables

Trade and other receivables are derecognised when the rights to receive cash flows from these assets have expired or have

been transferred. On derecognition, any difference between the carrying amount of an asset and the consideration received is

recognised in the profit or loss.

For critical accounting estimates regarding contract assets, refer to note 2 Operating segments.

		Group		Company
	30 November	30 November	30 November	30 November
£’000	2024	2023	2024	2023
Trade receivables	268,825	245,525	–	–
Contract assets	88,635	94,091	–	–
Other receivables	6,462	5,873	66	66
Less allowance for ECLs	(8,718)	(8,639)	–	–
Trade receivables, contract assets and other receivables – net off ECL	355,204	336,850	66	66
Prepayments	9,703	8,270	–	–
Other taxes and social security – debtor	–	–	–	753
	364,907	345,120	66	819

Trade receivables are non-interest-bearing current financial assets.

Contract assets represent the contract revenue earned but not invoiced at the year end. It is based on the value of the unbilled

timesheets from the contractors for the services provided up to the year end. The corresponding costs are shown within trade

payables (where the contractor has submitted an invoice) and within accruals (in respect of unsubmitted and unapproved timesheets)

(note 14 Trade and other payables).

In FY24, other receivables include £0.03 million (FY23: £0.1 million) for loans given to certain former employees towards their

subscription for tracker shares (note 23(b)(iv)). Tracker share loans are unsecured and charged interest at a rate of 2% (FY23: 2%). No

such new tracker share loans were given to employees during the current year or previous year.

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Notes to the financial statements continued

for the year ended 30 November 2024

12 Trade and other receivables continued

The Group establishes an allowance for doubtful accounts that represents an estimate of ECLs in respect of trade and other

receivables. Movements in the impairment provision for trade receivables are shown in the table below.

	30 November	30 November
£’000	2024	2023
Provision for impairment of trade receivables
At the beginning of the year	8,639	3,704
Charge for the year	7,304	8,306
Bad debts written off	(768)	(1,617)
Reversed as amounts recovered	(6,413)	(1,728)
Exchange differences	(44)	(26)
At the end of the year	8,718	8,639

The ECLs were broadly consistent with FY23 provision. The exposure to credit risk has remained high across various countries

in which the Group operates, primarily due to the ongoing macro-economic challenges as well as challenges related to specific

large clients.

The management team considers that the carrying value of Group’s and Company’s trade and other receivables is approximately equal

to their fair values and they are deemed to be current assets.

The Company’s financial assets are classified as held at amortised costs and there is no significant exposure to market risks (interest

rate and foreign exchange risks). For further information on Group’s financial assets refer to note 23 Financial instruments and financial

risk management.

13 Cash and cash equivalents

Accounting policy

Cash and cash equivalents include cash-in-hand, deposits held with banks, and other short-term highly liquid investments with

original maturities of three months or less. Bank overdrafts are classified as short-term borrowings unless they form part of a

cash pooling arrangement where there is an intention to settle on a net basis, in which case they are reported net of related

cash balances.

		Group		Company
	30 November	30 November	30 November	30 November
£’000	2024	2023	2024	2023
Cash at bank	69,756	83,202	82	12
Bank overdraft	(88)	–	–	–
Net cash and cash equivalents	69,668	83,202	82	12

Cash and cash equivalents comprise cash and short-term bank deposits with an original maturity of three months or less, net of

outstanding bank overdrafts.

The Group has four cash pooling arrangements in place at HSBC US (USD), HSBC UK (GBP), NatWest (GBP) and Citibank (EUR).

14 Trade and other payables

Accounting policy

Trade and other payables are recognised initially at fair value and subsequently measured at amortised cost using the effective

interest rate method.

		Group		Company
	30 November	30 November	30 November	30 November
£’000	2024	2023	2024	2023
Trade payables	54,828	33,821	–	–
Accruals	115,447	133,775	885	627
Other taxes and social security	12,862	19,617	207	73
Other payables	15,086	12,919	501	1,112
Amounts due to subsidiaries (note 22)	–	–	128,945	85,761
	198,223	200,132	130,538	87,573

Trade payables increased significantly YoY, mainly due to contractors being paid comparatively early in FY23; it was partially offset by

decrease in contractor accrued costs in line with the slowdown of the trading at the end of FY24.

The carrying amounts of Group’s and Company’s trade and other payables are considered to be the same as their fair values, due to

their short-term nature. The Company’s financial liabilities are classified as held at amortised costs and there is no significant exposure

to market risks (interest rate and foreign exchange risks). For further information on Group’s financial liabilities refer to note 23

Financial instruments and financial risk management.

Trade and other payables are predominantly interest-free, are unsecured and are usually paid within 20 days of recognition.

Accruals include amounts payable to contractors in respect of unsubmitted and unapproved timesheets (note 12 Trade and

other receivables).

Amounts due to SThree Management Services by other SThree Group entities are subject to an interest rate equal to average SONIA

rate plus 1.2%. Amounts due from SThree Management Services to other SThree Group entities are subject to the average Money

Market rates based on the currency of the balance.

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Notes to the financial statements continued

for the year ended 30 November 2024

15 Leases

Accounting policy

Leases, from a lessee perspective, are recognised as a right-of-use asset and a corresponding lease liability at the date when the

leased asset is available for use by the Group. Assets and liabilities arising from a lease are initially measured on a net present value

basis and are recognised as part of ‘Property, plant and equipment’, ‘Non-current lease liabilities’ and ‘Current lease liabilities’ in

the statement of financial position.

Lease liabilities include the net present value of the following lease payments:

a) fixed payments less any lease incentives receivable;

b) variable lease payments that are based on an index or a rate;

c) amounts expected to be payable by the lessee under residual value guarantees, if any;

d) the exercise price of a purchase option if the Group is reasonably certain it will exercise that option; and

e) payments of penalties for terminating the lease, if the lease term reflects the Group exercising that option.

The lease-related service charges are treated as non-lease components and are expensed when incurred, and are therefore not

capitalised as part of the lease liabilities on the initial recognition date.

The lease payments are discounted using the interest rate implicit in the lease (if that rate can be determined), or the incremental

borrowing rate (IBR), being the rate the Group would have to pay to borrow the funds necessary to obtain an asset of similar

value in a similar economic environment with similar terms and conditions. In determining the IBR to be used, the Group applies

judgement to establish the suitable reference rate and credit spread.

Each lease payment is allocated between the liability and finance costs, within finance costs in the income statement.

Lease payments are presented as follows in the Group statement of cash flows:

– payments for the interest element of recognised lease liabilities are included in ‘interest paid’ within cash flows from financing

activities; and

– payments for the principal element of recognised lease liabilities are presented within cash flows from financing activities.

Right-of-use assets are measured at cost comprising the following:

a) the amount of the initial measurement of lease liability;

b) any lease payments made at or before the commencement date less any lease incentive received;

c) any initial direct costs; and

d) any restoration costs.

The right-of-use assets are depreciated over the shorter of the assets’ useful life and the lease term on a straight-line basis.

The Group does not apply the recognition exemption to short-term leases or leases of low-value assets, as permitted by

the standard.

In determining the lease terms, the management team considers all facts and circumstances that create an economic incentive

to exercise an extension option, or not exercise a termination option. Extension options (or periods after a termination option) are

only included in the lease term if the lease is reasonably certain to be extended (or not terminated). The assessment is reviewed if

a significant event or change in circumstances occurs which affects this assessment and that is within the control of the lessee.

The leases which are recognised in the Consolidated Statement of Financial Position are principally in respect of buildings and cars.

The Group’s right-of-use assets and lease liabilities are presented below:

	30 November	30 November
£’000	2024	2023
Buildings	35,577	24,772
Cars	976	1,934
Total right-of-use assets
(refer to note 9 Property, plant and equipment)	36,553	26,706
Current lease liabilities	10,419	11,297
Non-current lease liabilities	29,362	17,720
Total lease liabilities
(refer to note 23 Financial instruments and financial risk management)	39,781	29,017

The Consolidated Income Statement includes the following amounts relating to depreciation of right-of-use assets:

	30 November	30 November
£’000	2024	2023
Buildings	11,868	11,955
Cars	1,076	1,219
Total depreciation charge of right-of-use assets	12,944	13,174

In the current year, interest expense on leases amounted to £1.3 million (FY23: £0.6 million) and was recognised within finance costs in

the Consolidated Income Statement (refer to note 5 Finance income and costs).

The total cash outflow for leases in FY24 was £14.4 million (FY23: £14.9 million) and comprised the principal and interest element of

recognised lease liabilities.

16 Other financial liabilities

Accounting policy

Financial liabilities

All non-derivative financial liabilities are classified as ‘financial liabilities measured at amortised cost’. All financial liabilities are

recognised initially at fair value and net of transaction costs. They are subsequently measured at amortised cost using the effective

interest rate method. Financial liabilities are classified as current liabilities unless the Group has an unconditional right to defer

settlement for at least 12 months after the end of the reporting period.

The Group’s financial liabilities include trade and other payables and other financial liabilities, including bank overdraft and

lease liabilities.

The Group maintains a committed RCF of £50.0 million along with an uncommitted £30.0 million accordion facility, both jointly

provided by HSBC and Citibank, giving the Group an option to increase its total borrowings under the facility to £80.0 million. During

the current and previous year, the Group did not draw down under these facilities. The Group also has an uncommitted £5.0 million

overdraft facility with HSBC, of which £0.1 million was drawn at the year end (FY23: £nil).

The RCF is subject to financial covenants and any funds borrowed under the facility bear a minimum annual interest rate of 1.2% above

the benchmark Sterling Overnight Index Average (SONIA). As the Group and the Company did not draw down under these facilities,

the finance costs of £1.4 million (FY23: £0.7 million) were mainly related to lease interest.

The covenants, which the RCF is subject to, require the Group to maintain financial ratios over interest cover, leverage and guarantor

cover (note 23(b)(iii)). The Group has complied with these covenants throughout the year.

The Group’s exposure to interest rates, liquidity, foreign currency and capital management risks is disclosed in note 23 Financial

instruments and financial risk management.

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Notes to the financial statements continued

for the year ended 30 November 2024

16 Other financial liabilities

Reconciliation of financial liabilities to cash flows arising from financing activities:

£’000
Balance at 1 December 2022	33,702
Cash flows:
Interest paid to bank	(93)
Payments of principal and interest element of lease liabilities	(14,855)
Total cash flows	(14,948)
Lease increases	11,479
Lease termination	(1,558)
Other movements 1	342
Balance at 30 November 2023 and 1 December 2023	29,017
Cash flows:
Interest paid to bank	(108)
Payments of principal and interest element of lease liabilities	(14,448)
Total cash flows	(14,556)
Lease increases	25,311
Lease termination	(868)
Other movements 1	877
Balance at 30 November 2024	39,781

1. Other movements in FY24 and FY23 primarily comprised unwind of the discount on lease liabilities and forex revaluation.

17 Provisions

Accounting policy

A provision is recognised in the statement of financial position when the Group has a present legal or constructive obligation

as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation.

Provisions are recognised at the present value of the expenditures expected to be required to settle the obligation. No provision

is recognised for future operating losses.

(a) Movements in each class of provision during the financial year are set out below:

		Restructuring
		and termination	Tracker share		Onerous
£’000	Dilapidations	payments	liability	Legal	contracts	Total
At 1 December 2022	2,819	3,041	1,900	2,910	984	11,654
Additions	772	414	–	1,485	–	2,671
Released to the income statement	(56)	(287)	(225)	–	–	(568)
Utilised during the year	(370)	(2,753)	(483)	(137)	(459)	(4,202)
Forex revaluation	24	–	–	(55)	–	(31)
At 30 November 2023	3,189	415	1,192	4,203	525	9,524
Additions	444	1,397	–	196	–	2,037
Released to the income statement	(358)	(99)	(90)	(1,389)	–	(1,936)
Utilised during the year	(25)	(318)	(1,102)	(867)	(345)	(2,657)
Forex revaluation	(71)	–	–	(41)	(4)	(116)
At 30 November 2024	3,179	1,395	–	2,102	176	6,852

	30 November	30 November
£’000	2024	2023
Expected timing of provision utilisation
Current	4,068	7,373
Non-current	2,784	2,151
	6,852	9,524

Provisions are not discounted as the Directors believe that the effect of the time value of money is immaterial. The provisions are

measured at cost, which approximates to the present value of the expenditure required to settle the obligation.

(b) Information about individual provisions and significant estimates

Dilapidations

The Group is obliged to pay for dilapidations at the end of its tenancy of various properties. Provision was made based on independent

professional estimates of the likely costs on vacating properties based on the current conditions of the properties. The provision is

captured within the carrying value of the right-of-use assets and depreciated to profit or loss over the lease term.

Restructuring and termination payments

At 30 November 2024, the provision comprised primarily future termination payments related to staff in the following businesses: UK,

the Netherlands and Germany. Termination payments are provided for staff exiting SThree in the normal course of business and in the

case of a restructuring.

Tracker share liability

In the current year, the tracker share provision has been released in full (FY23: £0.5 million) to retained earnings to reflect the fact

that all remaining tracker shares have now vested and the Group no longer has an obligation to repay amounts received from senior

employees on subscription for tracker shares under the terms of the tracker share arrangements (note 11 Investments).

There were no new subscriptions in the current year as the tracker share scheme was closed for new entrants/investments.

Legal

The provision relates to various ongoing legal and other disputes including employee litigation, compliance with employment laws

and regulations, and open enquiries with tax and pension authorities. The provision relates to separate claims in a number of different

geographic regions and represents our most probable estimate of the likely outcome of each of the disputes. The timing of economic

outflow is subject to the factors governing each case.

Onerous contracts

The onerous contract provision was created for corresponding service charges (not capitalised within the initial recognition amount of

right-of-use assets) which would be incurred for the remainder of the underlying lease terms.

The liability in relation to all classes of provision is expected to crystallise as follows:

	30 November	30 November
£’000	2024	2023
Within one year	4,068	7,372
One to five years	2,219	1,987
After five years	565	165
	6,852	9,524

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Notes to the financial statements continued

for the year ended 30 November 2024

18 Deferred tax

Group

	Fixed asset
	timing		Share-based
£’000	differences	Leases	payments	Provisions	Total
At 1 December 2022	(7,894)	9,986	1,141	1,383	4,616
Credit to income statement for the year	1,341	(1,844)	83	1,537	1,117
Prior year credit to income statement for the year	1	–	218	32	251
Charge directly to equity	–	–	(37)	–	(37)
Forex revaluation	(1)	–	(16)	(131)	(148)
At 30 November 2023	(6,553)	8,142	1,389	2,821	5,799
(Charge)/credit to income statement for the year	(3,992)	2,424	(853)	7	(2,414)
Prior year (charge)/credit to income statement for the year	(586)	–	–	(139)	(725)
Charge directly to equity	–	–	(55)	–	(55)
Forex revaluation	(8)	–	(14)	(37)	(59)
At 30 November 2024	(11,139)	10,566	467	2,652	2,546

Deferred tax assets are recognised for carry-forward tax losses to the extent that the realisation of the related tax benefit through

future taxable profits from the respective jurisdictions is probable. In assessing whether to recognise deferred tax assets, the Group

considered both current and the forecast trading performance in these territories and the expectations regarding the levels of

profitability that can be achieved.

At the reporting date, the Group had unused tax losses of £25.6 million (FY23: £27.3 million) available for offset against future profits.

No deferred tax asset was recognised in respect of the £25.6 million (FY23: £27.3 million) losses. The reduction in losses arises from

expiration, recognition, exchange differences and utilisation.

Included in unrecognised tax losses are losses of £13.1 million (FY23: £0.8 million) which are subject to expiry. Of this amount, £8.0

million will be forfeited over the course of the next year. A regional summary of our unrecognised operating tax losses is shown below.

The Group has adopted the amendment to IAS 12 Income Taxes in respect of deferred tax relating to assets and liabilities arising from

a single transaction. In line with the amendment, the Group now recognises deferred tax assets and liabilities in respect of leases

separately. This has resulted in a reclassification of £10.6 million of deferred tax assets and £9.4 million of deferred tax liabilities. As a

result of the change, deferred tax liabilities relating to leases are now presented in ‘Fixed asset timing differences’ with deferred tax

assets relating to lease liabilities being presented in leases.

At the reporting date, the Group had undistributed earnings of subsidiaries which would be subject to dividend withholding tax

amounting to £3.2 million (2023: £2.5 million). No tax liability has been recognised in respect of this amount.

	30 November	30 November
£’000	2024	2023
Operating tax losses not recognised
Europe	12,626	13,854
Asia Pacific	12,909	12,637
Rest of World	–	764
	25,535	27,255

Recognised operating losses were £nil (FY23: £nil) during the year.

The Group has the following uncertain tax positions:

On transfer pricing risks, the provision decreased during the year by £0.7 million to £1.8 million (FY23: £2.5 million).

Company

The Company’s deferred tax assets/(deferred tax liabilities) relate in full to the equity-settled share-based payments.

£’000
At 1 December 2022	225
Charge to income statement for the year	(77)
Charge directly to equity	(12)
At 30 November 2023	136
Charge to income statement for the year	(128)
Charge directly to equity	(19)
At 30 November 2024	(11)

19 Equity

Accounting policy

Share capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in

equity as a deduction, net of tax, from the proceeds.

The Group’s holdings in its own equity instruments are classified as ‘treasury reserve’. The consideration paid, including any

directly attributable incremental costs, is deducted from the equity attributable to the owners of the Company until the shares are

cancelled or reissued. No gain or loss is recognised in the income statement on the purchase, sale, issue or cancellation of own

equity shares.

Employee Benefit Trust (EBT)

The EBT is funded entirely by the Company. The assets and liabilities of the EBT are recognised in the Group’s Consolidated

Financial Statements.

The shares in the EBT are held to satisfy awards and grants under certain employee share schemes. For accounting purposes,

shares held in the EBT are treated in the same manner as treasury shares and are, therefore, included in the Consolidated Financial

Statements as treasury reserve. Consideration, if any, received for the sale of such shares is also recognised in equity, with any

difference between the proceeds from sale and the original cost being taken to retained earnings. No gain or loss is recognised in

the income statement on the purchase, sale, issue or cancellation of equity shares held by the EBT.

In the separate financial statements of the Company, the EBT is treated as an agent acting on behalf of the Company. Funding

provided by the Company to the EBT is accounted for as the issue of treasury shares.

For accounting policy regarding tracker share awards in subsidiary companies, refer to note 11 Investments.

Group and Company

(a) Share capital

			Capital
			redemption	Treasury
	Number of	Share capital	reserve	reserve
	ordinary shares	£’000	£’000	£’000
Issued and fully paid
At 1 December 2022	134,462,622	1,345	172	(6,581)
Issue of new shares	409,818	4	–	–
Purchase of shares by EBT	–	–	–	(10,000)
Utilisation of shares held by EBT	–	–	–	8,642
At 30 November 2023	134,872,440	1,349	172	(7,939)
Issue of new shares	698,585	7	–	–
Purchase of shares by EBT	–	–	–	(10,000)
Utilisation of shares held by EBT	–	–	–	10,693
At 30 November 2024	135,571,025	1,356	172	(7,246)

The nominal value per ordinary share is £0.01 (FY23: £0.01).

The Company does not have a limited amount of authorised share capital.

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Notes to the financial statements continued

for the year ended 30 November 2024

19 Equity continued

Group and Company continued

(a) Share capital continued

During the year 698,585 (FY23: 409,818) new ordinary shares were issued, resulting in a share premium of £2.4 million (FY23: £1.5

million). Of the shares issued, 508,396 (FY23: 320,457) were issued to tracker shareholders on settlement of vested tracker shares and

190,189 (FY23: 89,361) pursuant to the exercise of share awards under the Save-As-You-Earn (SAYE) scheme.

The Company’s issued share capital at 30 November 2024 consisted of 135,606,792 (FY23: 134,908,207) ordinary shares of £0.01

each, of which 35,767 (FY23: 35,767) were held in treasury reserve.

Share premium

The share premium account represents the excess of proceeds over the nominal value for all share issues, including the excess of the

exercise share price over the nominal value of the shares on the exercise of share options.

Currency translation reserve

The currency translation reserve comprises all foreign exchange differences arising from the translation of the financial statements of

foreign operations that are integral to the operations of the Company.

EBT

During the year, the EBT purchased 2,340,585 (FY23: 2,198,735) of SThree plc shares. The average price paid per share was 427 pence

(FY23: 455 pence). The total acquisition cost of the purchased shares was £10.0 million (FY23: £10.0 million), for which the treasury

reserve was reduced. During the year, the EBT utilised 2,496,991 (FY23: 2,046,423) shares on settlement of vested tracker shares and

LTIP awards. At the year end, the EBT held 1,767,052 (FY23: 1,923,458) shares.

(b) Share-based payments

Tracker share awards in subsidiary companies

As described in note 11 Investments, until FY19 the Group made tracker share awards in respect of certain subsidiary businesses to

senior individuals who participate in the development of those businesses.

During the year, the Group settled certain vested tracker shares for a total consideration of £4.8 million (FY23: £4.5 million) by issue

of new shares or using treasury shares purchased from the market. This resulted in an increase in share capital and share premium

for new issue, and reduction in capital reserves for utilised treasury reserve, with a corresponding reduction in the Group’s retained

earnings and provision for tracker share liability.

LTIP, SAYE, Employee Share Purchase Plan and other share schemes

The Group has a number of share schemes to incentivise its Directors and employees. All schemes are treated as equity-settled

(except a legacy Share Incentive Plan (SIP)) as the Group has no legal or constructive obligation to repurchase or settle the options in

cash. The schemes are detailed below.

		30 November 2024		30 November 2023
		Number		Number
		of share		of share
		options/		options/
	Charge	matching	Charge	matching	Vesting
Scheme	(£’000)	shares	(£’000)	shares	period	Expiry date	Valuation method	Performance metrics
LTIP	3,922	3,520,497	4,179	3,501,313	3 years	Immediate after	Monte Carlo and	Incremental EPS
						vesting period	Binomial model	growth/TSR
								ranking against
								comparator group
Employee Share Purchase Plan	384	94,856	251	116,886	1 year	n/a	n/a	None
(ShareMatch)
SAYE	235	477,602	250	545,804	3 years	6 months after	Binomial	None
						3-year vesting
						period
Deferred shares (executive	376	n/a	140	n/a	1 year	n/a	n/a	Group financial
short-term incentive scheme)								targets, shared
								objectives,
								personal
								objectives
Growth Incentive Plan	69	1,559,170	51	161,515	3 years	Immediate after	n/a	Regional financial
						vesting period		targets
SIP	–	n/a	14	n/a	1 year	n/a	n/a	None
Total	4,986	5,652,125	4,885	4,325,518

The majority of the total annual share-based payment charge (80%) is attributed to the LTIP scheme which has a remaining contractual

life of three years at any point in time.

LTIP

Further details on the conditions of the LTIP are provided in the Remuneration at a glance on page 130.

	Number of options
At 1 December 2022	3,562,691
Granted	1,736,137
Exercised	(1,002,678)
Lapsed	(17,192)
Forfeited	(777,645)
At 30 November 2023	3,501,313
Granted	1,757,844
Exercised	(1,515,171)
Lapsed	(9,192)
Forfeited	(214,297)
At 30 November 2024	3,520,497

Out of the 3,520,497 LTIP options outstanding (FY23: 3,501,313), 2,395 LTIP options were exercisable (FY23: 12,643). Options

exercised during the year under the LTIP were satisfied by shares held in the EBT. The related weighted average share price at the time

of exercise was £4.06 (FY23: £3.91). The related transaction costs were negligible. The share options had a weighted average exercise

price of £nil (FY23: £nil).

The share options granted in FY24, and separately in FY23, under the Group LTIP scheme were valued as follows:

	2024	2023
Weighted average fair value (£)	4.19	4.52
Key assumptions used:
Share price at grant date (£)	4.20	4.73
Expected volatility 1	30.9%	38.4%
Annual risk-free interest rate	4.13%	3.73%
Expected life (years)	3	3

1. Expected volatility is determined by using the historic daily volatility of SThree plc’s shares as measured over a period commensurate with the expected performance period of the share options,

i.e. three years.

Employee Share Purchase Plan (ShareMatch)

Under the ShareMatch plan, employees are invited to make monthly contributions to buy SThree plc shares at the current market

value. If an employee agrees to buy shares, the Company will match the number of shares bought with an award of shares (the so

called matching shares), on a one-for-one basis up to the maximum value of £50.00 per month.

For the purpose of valuing matching shares and to arrive at the corresponding share-based payment charge, management uses the

market price at which matching shares were purchased at the time of their allocation to an employee’s account.

The matching shares are considered to be forfeited if the employee resigns or sells the purchased shares before the vesting date.

In the current year, the Company awarded/granted 125,616 (FY23: 116,886) matching shares to eligible employees. 93,754 (FY23: none)

shares under the ShareMatch plan vested during the current year.

Other schemes

The SAYE, Growth Incentive Plan and SIP arrangements are not deemed material for further disclosure.

Further details behind the executive short-term incentive scheme, deferred shares, are provided in the Remuneration policy on

page 133.

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Notes to the financial statements continued

for the year ended 30 November 2024

20 Contingencies

Legal

The Group is involved in various disputes and claims which arise from time to time in the course of its business. These are reviewed on a

regular basis and, where possible, an estimate is made of the potential financial impact on the Group. The Group has contingent liabilities

in respect of these claims. In appropriate cases a provision is recognised based on advice, best estimates and management judgement.

The Directors currently believe the likelihood of any material liabilities to be low, and that such liabilities, if any, will not have a material

adverse effect on its financial position.

21 Commitments

Capital commitments

At the year end, the Group had capital commitments for property, plant and equipment and intangible assets amounting to £5.2 million

(FY23: £11.9 million). Capital commitments include total future minimum lease payments under leases not yet commenced to which

the Group was committed at the year end of £1.0 million (FY23: £0.1 million).

Other commitments

At the year end, the Group had also committed to future lease service costs of £6.4 million (FY23: £3.9 million).

Guarantees

At the year end, the Group/SThree plc had bank guarantees in issue for commitments which amounted to £4.1 million (FY23: £3.4 million).

Company

In FY24, selected UK subsidiaries (see note 25) were exempt from the requirements of the UK Companies Act 2006 (the Act) relating

to the audit of individual accounts by virtue of s479A of the Act. The Company provides a guarantee concerning the outstanding

liabilities of these subsidiaries under Section 479C of the Act.

22 Related party transactions

Group

Balances and transactions with subsidiaries were eliminated on consolidation and are not disclosed in this note. Transactions between the

Group and its Directors and members of the Executive Committee, who are deemed to be key management personnel, are disclosed below.

Remuneration of key management personnel (KMP)

The Group’s KMP comprises members of the Executive Committee, other members of the Board of Directors and key managers who

have authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly. Further details

of Directors’ remuneration are included in the Remuneration policy on pages 132 to 134.

The total number of KMP was 16 (FY23: 15) at the year end. Total remuneration for members of KMP, including two members

(FY23: three members) who left the business during the current financial year, is detailed below:

£’000	2024	2023
Short-term employee benefits	4,895	5,795
Share-based payments	538	681
Post-employment benefits	196	136
Termination benefits	–	170
	5,629	6,782

Company

The Company has related party relationships with its subsidiaries, with members of its Board and key managers. The Directors’

remuneration which they receive from the Company is disclosed in the Directors’ remuneration report. The Company did not have any

transactions with the Directors during the financial year other than those disclosed in the Directors’ remuneration report and below.

Details of transactions between the Company and other related parties are disclosed below.

£’000	2024	2023
Transactions with the related parties during the year
Investments in subsidiaries (note 11)	(7,602)	(8,455)
Impairment of investments in subsidiaries (note 11)	(46,507)	(48)
Settlement of tracker shares with KMP	(573)	(590)
Loans and advances received from subsidiaries	43,184	34,980
Interest income received from subsidiaries	1	4
Interest paid to subsidiaries	(8,064)	(4,512)

Settlement of tracker shares with KMP

During the year, 85,028 (FY23: 35,676) shares were issued to the Chief Executive Officer (CEO) as part of the annual tracker shares

settlement. Of the 11 tracker share businesses in which the CEO held interests, five were recommended for a full or partial buyout,

each having been assessed against the normally applied criteria. The overall buyout offer value for the CEO was £0.3 million

(FY23: £0.1 million) of which £0.3 million (FY23: £0.1 million) was accepted and settled in SThree plc’s shares.

Three (FY23: three) other members of KMP were also offered a full or partial buyout in FY24. Their total buyout offer was £0.3 million

(FY23: £0.7 million) of which £0.3 million (FY23: £0.6 million) was accepted and settled in SThree plc’s shares. No purchase or sales

transactions were entered into between the Company and its subsidiaries.

	30 November	30 November
£’000	2024	2023
Year-end balances arising from transactions with related parties
Investments in subsidiaries	184,720	223,625
Amounts due to subsidiaries	(128,945)	(85,761)

23 Financial instruments and financial risk management

(a) Financial instruments

The Group holds and uses financial instruments to finance its operations and to manage its interest rate and liquidity risks. The Group

primarily finances its operations using share capital, revenue and borrowings.

The accounting classification of each category of financial instruments and their carrying amounts are set out below. At the current

and prior year end, all financial instruments were classified into ‘measured at amortised cost’ category.

		Measured at
		amortised	Total carrying
£’000	Note	cost	amount
At 30 November 2024
Financial assets
Trade receivables and contract assets	12	348,742	348,742
Other receivables		6,305	6,305
Cash and cash equivalents	13	69,756	69,756
Financial liabilities
Bank overdraft	13	(88)	(88)
Trade payables and accruals	14	(170,275)	(170,275)
Other payables		(10,841)	(10,841)
Lease liabilities	15,16	(39,781)	(39,781)

		Measured at
		amortised	Total carrying
£’000	Note	cost	amount
At 30 November 2023
Financial assets
Trade receivables and contract assets	12	330,977	330,977
Other receivables		5,011	5,011
Cash and cash equivalents	13	83,202	83,202
Financial liabilities
Trade payables and accruals	14	(167,596)	(167,596)
Other payables		(9,155)	(9,155)
Lease liabilities	15,16	(29,017)	(29,017)

Other receivables comprise mainly rental deposits and staff loans and exclude non-financial assets.

Other payables comprise mainly other non-trade creditors such as insurance and social obligations, and exclude non-financial

liabilities.

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Notes to the financial statements continued

for the year ended 30 November 2024

23 Financial instruments and financial risk management continued

(b) Financial risk factors

The Group reports in Sterling and pays dividends out of Sterling profits. The role of the Group’s corporate treasury function is to

manage and monitor external and internal funding requirements and financial risks in support of corporate objectives. Treasury

activities are governed by policies and procedures approved by the Board. A treasury management committee, chaired by the Chief

Financial Officer, meets on a monthly basis to review treasury activities and its members receive management information relating

to treasury activities. The Group’s internal auditors periodically review the treasury internal control environment and compliance with

policies and procedures.

Each year, the Board reviews the Group’s currency hedging strategy to ensure it is appropriate. The Group does not hold or issue

derivative financial instruments for speculative purposes and its treasury policies specifically prohibit such activity. All transactions in

financial instruments are undertaken to manage the risks arising from underlying business activities, not for speculation.

The Group corporate treasury function enters into a limited number of derivative transactions, principally currency swaps and forward

currency contracts, with the purpose of managing the currency risks arising from operations and financing of subsidiaries.

At the year end, the Group had net foreign exchange swaps of:

	2024	2024	2023	2023
Currency	LCCY’000	£’000	LCCY’000	£’000
United Arab Emirates Dirham (AED)	24,273	5,190	22,031	4,752
Canadian Dollar (CAD)	–	–	(151)	(88)
Swiss Franc (CHF)	227	202	339	307
Euro (EUR)	21,559	17,907	9,263	7,990
Hong Kong Dollar (HKD)	7,482	755	6,958	706
Japanese Yen (JPY)	(226,775)	(1,188)	(982,198)	(5,245)
Singapore Dollar (SGD)	–	–	(7,029)	(4,163)
US Dollar (USD)	(30,028)	(23,578)	(34,538)	(27,359)
		(655)		(23,100)

The contracts were mainly taken out close to the year-end date for a period of 31 days (FY23: 29 days), and they had an immaterial fair

value both at the current and prior year end.

The Group is exposed to a number of different financial risks including capital management, foreign currency rates, liquidity, credit and

interest rates risks, which were not materially changed from the previous year. The Group’s objective and strategy in responding to

these risks are set out below and did not change materially from the previous year.

(i) Capital risk management

The Group’s objectives when managing capital are to safeguard the Group and its subsidiaries’ ability to continue as going concerns to

provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to minimise the cost

of capital.

In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, delay or

reduce the settlement of vested tracker shares, sell assets to reduce debt, return capital to shareholders or issue new shares, subject

to applicable rules. The Group’s policy is to settle the vested tracker shares in the Company’s shares. During the year, certain vested

tracker shares were settled by issue of new shares or using treasury shares purchased from the market (note 19(a)).

The capital structure of the Group consists of equity attributable to owners of the parent of £246.7 million (FY23: £222.9 million),

comprising share capital, share premium, other reserves and retained earnings as disclosed in the Consolidated Statement of Changes

in Equity and net cash of £69.7 million (FY23: £83.2 million), comprising cash and cash equivalents less bank overdraft (note 13).

Except for compliance with certain bank covenants (note 23(b)(iii)), the Group is not subject to any externally imposed capital requirements.

(ii) Foreign currency exchange risk management

The Group uses Sterling as its presentation currency. It undertakes transactions in a number of foreign currencies. Consequently,

exposures to exchange rate fluctuations do arise. Such exchange rate movements affect the Group’s transactional revenues, cost of

sales, the translation of earnings and the net assets/liabilities of its overseas operations.

The Group is also exposed to foreign currency risks from the value of net investments outside the United Kingdom. The intercompany loans

which are treated as net investments in foreign operations are not planned to be settled in the foreseeable future as they are deemed to be a

part of the investment. Therefore, exchange differences arising from the translation of the net investment loans are taken into equity.

The Group’s businesses generally raise invoices and incur expenses in their local currencies. Local currency cash generated is remitted

via intercompany transfers to the United Kingdom. The Group generally converts foreign currency balances into Sterling to manage its

cash flows.

Foreign currency sensitivity analysis

The Group is mainly exposed to the Euro and the US Dollar. If the Euro or the US Dollar strengthened against Sterling by a movement

of 10%, the anticipated impact on the Group’s results in terms of translational exposure would be an increase in profit before income

tax of £7.8 million and £2.5 million (FY23: £8.7 million and £2.6 million) respectively, with a similar decrease if the Euro or the US Dollar

weakened against Sterling by 10%.

(iii) Liquidity risk management

The Group’s treasury function centrally coordinates relationships with banks, manages borrowing requirements, foreign exchange

needs and cash management. The Group has access to a committed RCF of £50.0 million along with an uncommitted £30.0 million

accordion facility in place with HSBC and Citibank, giving the Group an option to increase its total borrowings under the facility

to £80.0 million. All these facilities remained undrawn on 30 November 2024 and 30 November 2023. The Group also has an

uncommitted £5.0 million overdraft facility with HSBC of which £0.1 million (FY23: £nil) was used at the year end.

The RCF is subject to certain covenants requiring the Group to maintain financial ratios over interest cover, leverage and guarantor

cover. The Group complied with these covenants throughout the year.

(1) Interest cover: the ratio of EBITDA to net finance charges shall not be less than the ratio of 4:1 at any time;

(2) Leverage: the ratio of total net debt on the last day of a period to the adjusted EBITDA in respect of that period shall not exceed

the ratio of 3:1; and

(3) Guarantor cover: the aggregate adjusted EBITDA and gross assets of all the guarantor subsidiaries must at all times represent at

least 80% of the adjusted EBITDA and gross assets of the Group as a whole.

The table below shows the maturity profile of the financial liabilities which are held at amortised cost based on the contractual

(undiscounted) amounts payable on the date of repayment:

	Lease		Trade and other payables,
	liabilities		including bank overdrafts
£’000	Group	Group	Company
At 30 November 2024
Within one year	11,518	181,204	151,878
One to five years	24,664	–	–
After five years	10,500	–	–
	46,682	181,204	151,878

	Lease		Trade and other payables,
	liabilities		including bank overdrafts
£’000	Group	Group	Company
At 30 November 2023
Within one year	13,430	176,751	87,500
One to five years	14,720	–	–
After five years	3,317	–	–
	31,467	176,751	87,500

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Notes to the financial statements continued

for the year ended 30 November 2024

23 Financial instruments and financial risk management continued

(b) Financial risk factors continued

(iv) Credit risk management

Risk management

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group.

In the normal course of business, the Group participates in cash pooling arrangements with its counterparty bank. The maximum

exposure to a single banking group for deposits and funds held on account at the year end was £45.9 million (FY23: £58.4 million). The

Group will not accept any counterparty bank for its deposits unless it has been awarded a minimum recognised credit rating of A3/

Prime-2 (Moody’s). Some local banks in emerging markets may have lower ratings but the funds at risk will be small. The Group will

permit exposures with individual counterparty banks and exposure types up to pre-defined limits as part of the Group treasury policy.

Exposure to all transaction limits is monitored daily.

The Group mitigates its credit risk from trade receivables by using a credit rating agency to assess new clients and payment history to

consider further credit extensions to existing clients. In addition, the spread of the client base (over 5,900 clients) helps to mitigate the

risk of individual client failure having a material impact on the Group.

The Group does not typically renegotiate the terms of trade receivables; hence the outstanding balance is included in the analysis

based on the original payment terms. There were no significant renegotiated balances outstanding at the year end.

The Group’s credit risk from loans given to certain tracker shareholders (note 12) is immaterial. In FY24, one loan was written off, and

one remained outstanding (FY23: two outstanding tracker share loans) for the total amount of £0.03 million (FY23: £0.1 million). The

remaining loan is expected to be settled when the tracker shares are bought out by the Company, when the individual receives a

dividend or if he leaves the business.

Climate-related matters

In the current year, the management team continued to monitor and mitigate any potential deterioration in clients’ credit risk. No

material financial impact or deterioration in our clients’ ability to settle their debt obligations was identified.

In line with the Group’s climate change strategy, our ambition is to deliver an appropriate level of oversight of ESG-related matters

across our global client-base. This will help us to assess how our clients address ESG matters within their organisations, and whether

their policies meet our standards and risk appetite.

Credit rating

The Group uses the following categories of internal credit risk rating for financial assets which are subject to ECLs under the

three-stage general approach. These categories reflect the respective credit risk and how the loss provision is determined for

each of those categories.

Category of internal credit rating	Definition of category	Basis of recognition of ECLs
Performing	Clients have a low risk of default and a strong capacity to meet contractual cash flows	Lifetime ECLs
Underperforming/	Clients negotiating for new credit terms, default in repayment and other relevant indicators	Lifetime ECLs
non-performing	that showed customers’ deteriorating financial condition
Non-performing	Interest and/or principal payment are 90 days past due	Lifetime ECLs
Write-off	Clients with no reasonable expectation of recovery	Asset is written off

Impairment of financial assets

The Group applies the simplified approach by using the provision matrix to measure the lifetime ECLs for trade receivables and

contract assets.

At 30 November 2024, cash and cash equivalents, other receivables and refundable deposits are rated with a ‘performing’ internal

credit rating. The credit risks on bank balances, other receivables and deposits are low as these balances are placed with reputable

financial institutions or companies with good collection track records with the Group.

To measure the ECLs, the Group considers historical payment patterns and credit characteristics of each client and adjusts for

forward-looking information such as future prospects of the clients’ core operating industries, the political and economic environment

in which the Group’s clients operate, and other information and factors on the clients’ financial condition.

Notwithstanding the above, the Group evaluates the ECLs on clients in financial difficulties and who have defaulted on payments

separately. These receivables are not secured by any collateral or credit enhancements.

Trade and other receivables are written off when there is no reasonable expectation of recovery, such as a debtor failing to engage in

a repayment plan with the Group. Where receivables have been written off, the Group continues to engage in enforcement activity to

attempt to recover the receivables due. Where recoveries are made, these are recognised in profit or loss.

The Group’s credit risk exposure in relation to trade receivables and contract assets as at 30 November 2024 and 30 November 2023

is set out in the provision matrix as follows:

		1–30 days	31–60 days	61–120 days	More than 120
£’000	Current	past due	past due	past due	days past due	Total
30 November 2024
Expected loss rates	0.37%	1.30%	3.97%	8.04%	18.82%
Gross trade receivables	169,986	35,555	16,256	20,679	26,349	268,825
Contract assets	88,635	–	–	–	–	88,635
Other assets	6,305	–	–	–	–	6,305
Loss allowances	989	463	646	1,662	4,958	8,718

		1–30 days	31–60 days	61–120 days	More than 120
£’000	Current	past due	past due	past due	days past due	Total
30 November 2023
Expected loss rates	0.58%	2.47%	6.70%	8.72%	53.80%
Gross trade receivables	187,718	27,279	13,215	8,650	8,663	245,525
Contract assets	94,091	–	–	–	–	94,091
Other assets	5,011	–	–	–	–	5,011
Loss allowances	1,664	674	886	754	4,661	8,639

(v) Interest rate risk management

The Group is exposed to interest rate risk from the possibility that changes in interest rates will affect future cash flows or the fair

values of its financial instruments, principally financial liabilities. The Group finances its operations through a mixture of retained profit

and the RCF.

The Group does not hedge the exposure to variations in interest rates.

Taking into consideration all variable rate borrowings and bank balances at 30 November 2024, if the interest rate payable or receivable

moved by 100 basis points in either direction, the effect to the Group would be minimal. 100 basis points was used on the assumption that

applicable interest rates are not likely to move by more than this basis given the pattern of interest rate movements in recent years.

(vi) Interest rate profile of financial assets and financial liabilities

At the reporting date, the Group and the Company did not have any significant financial liabilities exposed to interest rate risk. The only

financial assets which accrued interest were cash and cash equivalents (note 13) with maturity of less than a year and were subject to

floating interest income.

(vii) Currency profile of net cash and cash equivalents (including bank overdrafts)

		Net cash and cash equivalents
£’000	Sterling	Euro	US Dollar	Other	Total
At 30 November 2024
Functional currency of Group operations
Sterling	7,909	34,292	17,734	1,404	61,339
Euro	–	3,281	–	2,240	5,521
US Dollar	–	–	1	243	244
Other	–	–	942	1,622	2,564
	7,909	37,573	18,677	5,509	69,668

£’000	Sterling	Euro	US Dollar	Other	Total
At 30 November 2023
Functional currency of Group operations
Sterling	29,372	34,573	4,209	465	68,619
Euro	–	7,388	–	182	7,570
Other	–	–	399	6,614	7,013
	29,372	41,961	4,608	7,261	83,202

Other foreign currencies held by the Group include Hong Kong Dollar, Japanese Yen, Malaysian Ringgit, Qatari Riyal, Singapore Dollar,

Saudi Arabia Riyal, Swiss Franc, Swedish Krona and United Arab Emirates Dirham. The Company does not have a material exposure to

other currencies.

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Notes to the financial statements continued

for the year ended 30 November 2024

23 Financial instruments and financial risk management continued

(b) Financial risk factors continued

(viii) Fair value

For all financial instruments, the carrying amount is either the fair value, or approximates the fair value.

Fair value is the amount at which a financial instrument could be exchanged in an arm’s length transaction between informed and

willing parties, other than a forced or liquidation sale, and excludes accrued interest.

Where relevant, market values were used to determine fair values. Where market values were not available, fair value was calculated

by discounting expected cash flows at prevailing interest rates and by applying year-end.

Summary of fair value methods and assumptions
Receivables and payables	Due to the short-term nature of the current receivables and payables, their carrying amount is considered to be the
	same as their fair value.
Cash and cash equivalents, including short-term deposits	Approximates the carrying amount because of the short maturity of these instruments.
Borrowings	The carrying amount of the Group’s borrowings, primarily the RCF, approximates their fair value. The fair value of the
	RCF is estimated using discounted cash flow analysis based on the Group’s current incremental borrowing rates for
	similar types and maturities of borrowing and is consequently categorised in level 2 of the fair value hierarchy.

24 Subsequent events

Following 30 November 2024, SThree launched a share buyback programme of up to £20 million, which will be completed over the

next six months. In light of SThree’s cash generation and strong balance sheet, the Board considers it prudent to launch the buyback,

in line with its stated capital allocation policy. Following completion of the buyback programme the Group expects to retain a net cash

position reflecting the overall capital needs of the business.

25 List of subsidiaries

The full list of SThree plc’s subsidiaries at 30 November 2024 and the Group percentage of ordinary share capital and voting rights is

as follows:

		Country of
Name of undertaking	%	incorporation	Principal activities	Registered office
SThree Austria GmbH	100	Austria	Recruitment	Wiedner Gurtel 13, Turm 24, 10 OG. 1100 Vienna, Austria
SThree Temp Experts Österreich	100	Austria	Recruitment	Wiedner Gurtel 13, Turm 24, 10 OG. 1100 Vienna, Austria
GmbH
Computer Futures Solutions NV	100	Belgium	Recruitment	Kreupelenstraat 9, 5de en 6de verdieping, B-1000 Brussels, Belgium
Huxley Associates Belgium NV	100	Belgium	Recruitment	Kreupelenstraat 9, 5de en 6de verdieping, B-1000 Brussels, Belgium
SThree Services NV	100	Belgium	Recruitment	Kreupelenstraat 9, 5de en 6de verdieping, B-1000 Brussels, Belgium
SThree Belgium NV	100	Belgium	Recruitment	Kreupelenstraat 9, 5de en 6de verdieping, B-1000 Brussels, Belgium
SThree SAS	100	France	Recruitment	124	Rue Réaumur, Paris, 75002, France
SThree Holdings GmbH	100	Germany	Holding company	Querstrasse 7, 60322, Frankfurt am Main, Germany
SThree GmbH	100	Germany	Recruitment	Querstrasse 7, 60322, Frankfurt am Main, Germany
SThree Temp Experts GmbH	100	Germany	Recruitment	Querstrasse 7, 60322, Frankfurt am Main, Germany
SThree Services GmbH	100	Germany	Recruitment	Querstrasse 7, 60322, Frankfurt am Main, Germany
SThree Limited	100	Hong Kong	Dormant	Suite 3201,	One Island East, Taikoo Place, 18 Westlands Road,
				Quarry Bay, Hong Kong
SThree India Private Limited	100	India	Involuntary	511	The Corporate Centre, Nirmal Lifestyle Mall, LBS Road, Mulund
			liquidation	(West), Mumbai, Maharashtra-MH. 400080, India
SThree Staffing Ireland Limited	100	Ireland	Dormant	Pembroke Hall, 38/39 Fitzwilliam Square West, Dublin 2,
				D02 NX53, Ireland
SThree K.K.	100	Japan	Recruitment	Kabukiza Tower, 12–15, Ginza 4-chome, Chuo-ku, Tokyo,
				Japan

		Country of
Name of undertaking	%	incorporation	Principal activities	Registered office
SThree S.à r.l.	100	Luxembourg	Dormant	55, rue de Luxembourg, L-8077 Bertrange, Grand Duchy
				of Luxembourg
Progressive Global Energy Sdn. Bhd.	49	Malaysia	Recruitment	Level 13, Menara 1 Sentrum, 201, Jalan Tun Sambanthan,
				Brickfields, Kuala Lumpur, 50470, Malaysia
SThree Holdings BV	100	Netherlands	Recruitment	Gustav Mahlerlaan 38, Gebouw Som 1, 1082MC, Amsterdam,
				Netherlands
Huxley BV	100	Netherlands	Recruitment	Keizersgracht 281, 5e verdieping, 1016ED, Amsterdam, Netherlands
SThree Interim Services BV	100	Netherlands	Recruitment	Gustav Mahlerlaan 38, Gebouw Som 1, 1082MC,
				Amsterdam, Netherlands
SThree Middle East for Business	100	Saudi Arabia	HR Services	Astrolabs Riyadhi, 3141 Anas Ibn Malik Rod, Al Malqa,
Services Limited Liability				Riyadh 13521,	Saudi Arabia
SThree Pte. Ltd. *	100	Singapore	Dormant	18 Cross Street #14-01, Cross Street Exchange, Singapore, 048423,
				Singapore80 Raffles Place, #25-01 UOB Plaza 1, Singapore 048624,
SThree Business Services Ibérica, S.L.	100	Spain	Recruitment	Carrer de Balmes, 89, Barcelona, 08008, Spain
SThree Switzerland GmbH	100	Switzerland	Recruitment	3rd Floor, Claridenstrasse 34, 8002 Zürich, Switzerland
Cavendish Directors Limited **	100	UK	Dormant	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
SThree UK Holdings Limited **	100	UK	Holding compa	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
SThree Overseas Holdings Limited **	100	UK	Holding company	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
SThree UK Management Limited **	100	UK	Holding company	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
SThree Overseas Management	100	UK	Holding company	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
Limited **
SThree UK Operations Limited **	100	UK	Holding company	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
SThree Euro UK Limited	100	UK	Support services	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
SThree IP Limited **	100	UK	Support services	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
SThree Management Services	100	UK	Management	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
Limited **			services
SThree Partnership LLP	100	UK	Recruitment	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
Huxley Associates Global Limited	100	UK	Recruitment	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
Progressive Global Energy Limited	100	UK	Recruitment	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
Elevize Limited	100	UK	Support services	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
SThree Dollar UK Limited	100	UK	Support services	Level 16, 8 Bishopsgate, London, EC2N 4BQ, United Kingdom
Specialist Staffing Holdings Inc.	100	USA	Holding company	Corporation Service Company, 251 Little Falls Drive,
				Wilmington DE 19808, United States
Specialist Staffing Solutions Inc.	100	USA	Recruitment	Corporation Service Company, 251 Little Falls Drive,
				Wilmington DE 19808, United States
Specialist Staffing Services Inc.	100	USA	Recruitment	Corporation Service Company, 251 Little Falls Drive,
				Wilmington DE 19808, United States

* The operations in this entity were discontinued. It will remain dormant until the liquidation process is completed.

** Directly held subsidiaries. All other subsidiaries are indirectly held.

Statutory guarantees and audit exemptions:

The following Group entities are exempt from audit by virtue of Section 479A of the Companies Act 2006. SThree plc has provided

statutory guarantees to all these entities in accordance with the Companies Act:

Elevize Limited SThree Euro UK Limited

Huxley Associates Global Limited SThree IP Limited

Progressive Global Energy Limited SThree Management Services Limited

SThree Dollar UK Limited SThree UK Operations Limited

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Notes to the financial statements continued

for the year ended 30 November 2024

26 Alternative performance measures (APMs): definitions and reconciliations

In discussing the performance of the Group, comparable measures are used.

The Group discloses comparable performance measures to enable users to focus on the underlying performance of the business on

a basis which is common to both periods for which these measures are presented. The reconciliation of comparable measures to the

directly related measures calculated in accordance with UK-adopted International Accounting Standards (IAS) is as follows.

APMs in constant currency

As the Group operates in 11 countries, and with many different currencies, it is affected by foreign exchange movements, and the

reported financial results reflect this. However, the Group business is managed against targets which are set to be comparable

between years and within them, for otherwise foreign currency movements would undermine the management ability to drive the

business forward and control it. Within this Annual Report and Accounts, comparable results have been highlighted on a constant

currency basis as well as the results on a reported basis which reflect the actual foreign currency effects experienced.

The Group evaluates its operating and financial performance on a constant currency basis (i.e. without giving effect to the impact of

variation of foreign currency exchange rates from year to year). Constant currency APMs are calculated by applying the prior year

foreign exchange rates to the current and prior financial year results to remove the impact of exchange rate.

Measures on a constant currency basis enable users to focus on the performance of the business on a basis which is not affected by

changes in foreign currency exchange rates applicable to the Group’s operating activities from period to period.

The calculations of the APMs on a constant currency basis and the reconciliation to the most directly related measures calculated in

accordance with UK-adopted IAS are as follows:

£’000, unless otherwise stated

2024

Revenue Net fees

Operating

profit

Operating

profit

conversion

ratio*

Profit before

tax

Basic EPS

(pence)

Reported 1,492,906 369,079 66,194 17.9% 67,640 37.4

Currency impact 33,786 9,515 3,043 0.4% 3,018 1.7

In constant currency 1,526,692 378,594 69,237 18.3% 70,658 39.1

£’000, unless otherwise stated

2023

Revenue Net fees

Operating

profit

Operating

profit

conversion

ratio*

Profit before

tax

Basic EPS

(pence)

Reported 1,663,167 418,775 76,356 18.2% 77,915 42.4

* Operating profit conversion ratio represents operating profit over net fees.

To calculate the YoY variances in constant currency, management compared the FY24 results in constant currency versus the FY23

reported results.

Other APMs

Net cash excluding lease liabilities

Net cash is an APM used by the Directors to evaluate the Group’s capital structure and leverage. Net cash is defined as cash and cash

equivalents less current and non-current borrowings excluding lease liabilities, less bank overdraft, as illustrated below:

£’000

30 November

2024

30 November

2023

Cash and cash equivalents 69,756 83,202

Bank overdraft (88) –

Net cash 69,668 83,202

EBITDA

In addition to measuring financial performance of the Group based on operating profit, the Directors also measure performance based

on EBITDA. It is calculated by adding back to the reported operating profit non-cash items such as the depreciation of property, plant

and equipment (PPE), the amortisation and impairment of intangible assets, loss on disposal of PPE and intangible assets, gain on lease

modification and the employee share options charge. Where relevant, the Group also uses EBITDA to measure the level of financial

leverage of the Group by comparing EBITDA to net debt.

A reconciliation of reported operating profit for the year, the most directly comparable UK IAS measure, to EBITDA is set out below.

£’000 2024 2023

Reported operating profit for the year 66,194 76,356

Depreciation of PPE 15,230 15,898

Amortisation and impairment of intangible assets 24 16

Loss on disposal of PPE and intangible assets 135 160

Gain on lease modification (69) –

Gain on disposal of subsidiaries (135) –

Employee share options charge 4,986 4,871

EBITDA 86,365 97,301

Dividend cover

The Group uses dividend cover as an APM to ensure that its dividend policy is sustainable and in line with the overall strategy for the

use of cash. Dividend cover is defined as the number of times the Company is capable of paying dividends to shareholders from the

profits earned during a financial year, and it is calculated as the Group’s profit for the year attributable to owners of the Company over

the total dividend paid to ordinary shareholders.

£’000 2024 2023

Profit for the year attributable to owners of the Company A 49,692 56,051

Dividend proposed to be paid to shareholders (note 8) B 19,045 21,710

Dividend cover (A ÷ B) 2.6 2.6

Contract margin

The Group uses contract margin as an APM to evaluate contract business quality and the service offered to customers. Contract

margin is defined as contract net fees as a percentage of contract revenue.

£’000, unless otherwise stated 2024 2023

Contract net fees A 310,617 343,502

Contract revenue B 1,431,133 1,584,215

Contract margin (A ÷ B) 21.7% 21.7%

Total shareholder return (TSR)

The Group uses TSR as an APM to measure the growth in value of a shareholding over a specified period, assuming that dividends are

reinvested to purchase additional shares at the closing price applicable on the ex-dividend date. The TSR is calculated by the external

independent data-stream party.

pence, unless otherwise stated 2024 2023

SThree plc TSR return index value: three-month average to 30 Nov 2021 (FY23: 30 Nov 2020) 528.47 240.74

SThree plc TSR return index value: three-month average to 30 Nov 2024 (FY23: 30 Nov 2023) 382.78 365.25

Total shareholder return (27.6%) 51.7%

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30 November

2024

30 November

2023

30 November

2022

30 November

2021

30 November

2020

Financial metrics

Revenue (£’m) 1,492.9 1,663.2 1,639.4 1,330.7 1,202.6

Net fees (£’m) 369.1 418.8 430.6 355.7 308.6

Operating profit (£’m)

66.2 76.4 77.6 60.8 31.3

Operating profit conversion ratio

17.9% 18.2% 18.0% 17.1% 10.1%

Basic EPS (pence)

37.4 42.4 41.0 31.8 13.9

Other Group ratios

Total assets (£’m) 506.7 472.3 470.4 400.6 334.5

Total equity (£’m) 248.6 222.9 200.4 158.2 128.5

Net cash (£’m) 69.7 83.2 65.4 57.5 49.9

Cash from operations (£’m)

59.8 86.9 64.4 54.5 76.9

Dividends per share (pence) 14.3 16.6 16.0 11.0 5.0

Group operational statistics

Average total headcount

2,649 2,819 2,890 2,588 2,894

Average sales headcount

1,823 1,981 2,114 1,911 2,219

Active contractors at year end 9,955 11,606 12,533 11,809 9,523

1. The results for the financial years 2020 to 2021 are presented on an adjusted basis, i.e. excluding the impact of exceptional items.

2. Cash from operations for FY23 has been restated for prior year presentation error (see note 1 to the Consolidated Financial Statements for details).

3. Based on full-time equivalents.

Five-year financial summary Other Information

Results announcement timetable

SThree plc confirms the following forthcoming dates in the Group financial calendar:

2025

18 March 2025 FY25 Q1 Trading Update

29 April 2025 Annual General Meeting*

24 June 2025 FY25 Half Year Trading Update

29 July 2025 FY25 Half Year Results

16 September 2025 FY25 Q3 Trading Update

16 December 2025 FY24 Trading Update

2026

27 January 2026 FY25 Final Results

* The Group does not normally provide a trading update at the time of its Annual General Meeting.

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Other Information continued

Shareholder information

Shareholders with enquiries relating to their shareholding should contact Computershare Investor Services.

Alternatively, you may access your account via www.investorcentre.co.uk, but will need to have your Shareholder Reference

Number (SRN) available when you first log in. This can be found on your Welcome letter or other correspondence received from

Computershare relating to your shareholding. The online facility also allows shareholders to view their holding details, update their

address and dividend mandate instructions.

Shareholders who would prefer to view documentation electronically can also elect to receive automatic notification by email each

time the Company distributes documents, instead of receiving a paper version of such documents. You can again choose your

preferred communication method by using the shareholder portal at www.investorcentre.co.uk. Alternatively, you can register your

request via the registrar by calling +44 (0)370 707 1412. Calls are charged at the standard geographic rate and will vary by provider.

Calls outside the United Kingdom will be charged at the applicable international rate. Lines are open between 08.30–17.30, Monday

to Friday excluding public holidays in England and Wales. Should you wish to change your mind or request a paper version of any

document in the future, you may do so by contacting the registrar.

Potential targeting of shareholders

Companies have become aware that their shareholders have received unsolicited phone calls or correspondence concerning

investment matters. These are typically from overseas-based brokers who target UK shareholders offering to sell them what often turn

out to be worthless or high-risk shares in US or UK investments. They can be very persistent and extremely persuasive. It is not just the

novice investor that has been duped in this way; many of the victims had been successfully investing for several years.

Shareholders are advised to be very wary of any unsolicited advice, offers to buy shares at a discount or offers of free company

reports. If you receive any unsolicited investment advice:

Reject unexpected offers

Scammers usually cold call, but contact can also come by email, post, word of mouth or at a seminar. If you have been offered an

investment out of the blue, chances are it is a high-risk investment or a scam.

Check the Financial Conduct Authority (FCA) Warning List

Use the FCA Warning List to check the risks of a potential investment – you can also search to see if the firm is known to be operating

without FCA authorisation.

Get impartial advice

Get impartial advice before investing – do not use an adviser from the firm that contacted you.

You can report a firm or scam to the FCA on 0800 111 6768 or through ScamSmart – Avoid investment and pension scams | FCA.

If you have lost money in a scam, contact Action Fraud on 0300 123 2040 or www.actionfraud.police.uk.

Share price information

Information on the Company’s share price can be found via: www.sthree.com.

ShareGift

ShareGift (reg charity no. 1052686) operates a charity share donation scheme for shareholders with small parcels of shares whose

value may make it uneconomic to sell. Details of the scheme are available from www.sharegift.org or by calling 0207 930 3737.

Company information and corporate advisers

Executive Directors

Timo Lehne

Chief Executive Officer

Andrew Beach

Chief Financial Officer

Whistleblowing hotline

Tel: (UK) 0800 915 1571

Website: www.safecall.co.uk/report

Financial advisers and stockbrokers

Berenberg

60 Threadneedle Street

London

EC2R 8HP

Investec Bank plc

30 Gresham Street

London

EC2V 7QP

Financial PR

Alma Strategic Communications

71–73 Carter Lane

London

EC4V 5EQ

Auditors

Ernst & Young LLP

5 George Square

Glasgow

G2 1DY

Registrars (ordinary shares)

Computershare

The Pavilions Bridgwater Road

Bristol

BS13 8AE

Tel: (UK) +44 (0)370 707 1412*

Shareholder Portal: www.investorcentre.co.uk

* Calls are charged at the standard geographic rate and will vary by provider. Calls outside the

United Kingdom will be charged at the applicable international rate. Lines are open between

08.30–17:30, Monday to Friday excluding public holidays in England and Wales.

Group Company Secretary and registered office

Kate Danson

Group Company Secretary

Level 16, 8 Bishopsgate

London

EC2N 4BQ

Email: cosec@sthree.com

Company number

03805979

Contact details

Email: enquiries@sthree.com

Website: www.sthree.com

Printed by a carbon neutral company to the EMAS standard and Environmental Management System

certified to ISO 14001. This product is made using recycled materials limiting the impact on our

precious forest resources, helping reduce the need to harvest more trees.

This publication has been manufactured using 100% offshore wind electricity sourced from UK wind.

100% of the inks used are vegetable oil based, 95% of press chemicals are recycled for further use

and, on average 99% of any waste associated with this production will be recycled and the remaining

1% used to generate energy.

The paper is Carbon Balanced with World Land Trust, an international conservation charity, who

offset carbon emissions through the purchase and preservation of high conservation value land.

Through protecting standing forests, under threat of clearance, carbon is locked-in, that would

otherwise be released.

CBP029362

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SThree plc

8 Bishopsgate

London

EC2N 4BQ

sthree.com