REG - Trustpilot Group PLC - Extension of Share Buyback Programme

TrustpilotAnnouncement

13/01/2026 08:00

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RNS Number : 6726O  Trustpilot Group PLC  13 January 2026

13 January 2026

Trustpilot Group plc

 

Extension of Share Buyback Programme by up to £10 million

 

Trustpilot Group plc ("Trustpilot" or the "Company") announces the extension
of its current share buyback programme.

 

The up to £30 million share buyback programme, announced on 16 September
2025, is to be extended by up to a further £10 million (which would amount to
approximately US$13 million at prevailing exchange rates), resulting in the
total maximum aggregate value of the Buyback Programme of up to £40 million
(the "Buyback Programme"). As previously stated, the Company is committed to
running an efficient balance sheet and returning excess capital, not required
for other priorities, to shareholders.

 

The Trustpilot agreement with Deutsche Bank AG, London Branch (trading for
these purposes as Deutsche Numis) ("Deutsche Numis") to purchase Trustpilot's
Ordinary Shares has been amended to reflect the increased maximum aggregate
consideration (excluding expenses) of £40 million under the Buyback
Programme. Deutsche Numis will continue to manage the purchases on a
non-discretionary basis, purchasing Ordinary Shares within certain pre-set
parameters and making its trading decisions independently of, and uninfluenced
by, Trustpilot.

 

The purchase of Ordinary Shares will continue to be carried out on the London
Stock Exchange and other trading venues and in accordance with share purchase
authorities granted to the Company by its shareholders at the 2025 Annual
General Meeting. Deutsche Numis will purchase any Ordinary Shares as principal
and simultaneously be deemed to execute on-market sales of any Ordinary Shares
so purchased to the Company in accordance with the agreement.

 

The sole purpose of the Buyback Programme is to reduce the share capital of
Trustpilot. It is intended that all Ordinary Shares purchased under the
Buyback Programme will be cancelled.

 

The Buyback Programme will continue to be conducted within certain pre-set
parameters and in accordance with the general authority to repurchase Ordinary
Shares granted by Trustpilot's shareholders at the 2025 Annual General Meeting
(the "Authority"), and with the EU Market Abuse Regulation (Regulation (EU) No
596/2014) and Commission Delegated Regulation (EU) 2016/1052 (in each case as
such legislation forms part of Retained EU Law (as defined in the European
Union (Withdrawal) Act 2018)) as well as the applicable laws and regulations
of the UK Financial Conduct Authority.

 

The maximum number of Ordinary Shares that Trustpilot may purchase under the
Buyback Programme before expiry of the Authority, which occurs on the earlier
of the conclusion of the 2026 AGM and 20 August 2026, remains 36,179,442,
being the maximum number permitted under the Authority. The Buyback Programme
shall terminate upon the earliest to occur of the purchase by Deutsche Numis
of such maximum number of Ordinary Shares or of Ordinary Shares with a maximum
aggregate consideration (excluding expenses) of £40 million, or the expiry of
the Authority.

 

Trustpilot will announce any market repurchases of Ordinary Shares no later
than 7.30 a.m. (UK time) on the business day following the date the repurchase
occurred.

 

The Company is satisfied that it is not party to any inside information which
has not previously been disclosed via Regulatory Information Service.

 

Following cancellation of the shares purchased as part of the Buyback
Programme during the week commencing 5 January 2026, the Company's total
issued share capital consists of 394,078,359 Ordinary Shares, with one voting
right per share. The Company holds 0 Ordinary Shares in treasury.

 

Therefore, the total number of voting rights attributable to the Ordinary
Shares is 394,078,359.

 

Enquiries

Trustpilot

Louise Bryant, Head of Investor Relations

investor.relations@trustpilot.com

+44 (0) 7813 210 809

 

Financial PR

Headland Consultancy

Stephen Malthouse

Rob Walker

Charlie Pepper

+44 (0) 73 1136 9861

 

 

About Trustpilot

Trustpilot began in 2007 with a simple yet powerful idea that is more relevant
today than ever - to be the universal symbol of trust, bringing consumers and
businesses together through reviews. Trustpilot is open, independent, and
impartial - we help consumers make the right choices and businesses to build
trust, grow and improve.

 

Today, we have more than 361 million reviews and 160 billion annual Trustpilot
brand impressions, and the numbers keep growing. We have more than 1,000
employees and we're headquartered in Copenhagen, with operations in Amsterdam,
Denver, Edinburgh, Hamburg, London, Melbourne, Milan and New York.

 

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