Ashtead Group Plc - Launches new share buyback programme

Launches new share buyback programme of up to USD 1.5 billion

Further to the disclosure by Ashtead Group plc ("Ashtead") in the second quarter results announcement on 9 December concerning the launch of a new share buyback programme of up to $1.5bn for the period to 30 April 2027, Ashtead today announces that Sunbelt Rentals Holdings Inc. ("Sunbelt Rentals") (the proposed new holding company of the Ashtead Group) has entered into non-discretionary arrangements with Barclays Capital Inc. ("Barclays") to repurchase ordinary shares on Sunbelt Rentals' behalf by way of the initial tranche of the new share buyback programme for an aggregate maximum consideration of up to $1.5bn on the London Stock Exchange (LSE) and on the New York Stock Exchange (NYSE), respectively (the "Buyback"). The Buyback will commence on the date on which Sunbelt Rentals' shares are listed and traded on the NYSE and LSE which is expected to be 2 March 2026 and end no later than 24 June 2026. Execution of the Buyback will be carried out first on the LSE (for a fixed period of 20 trading days) and then on the NYSE in accordance with the terms of the arrangements entered into with Barclays.

Barclays will conduct the Buyback on Sunbelt Rentals' behalf and will make trading decisions under the Buyback independently of Sunbelt Rentals in accordance with certain pre-set parameters. The maximum number of ordinary shares which may be acquired pursuant to the Buyback is 45,000,000. The purpose of the Buyback is to reduce the share capital of Sunbelt Rentals.

The Buyback will be conducted within the parameters prescribed by (i) Rule 10b5-1 and Rule 10b-18 under the U.S. Securities Exchange Act of1934, as amended and (ii) the provisions of EU Market Abuse Regulation (596/2014) and Commission Delegated Regulation (EU) 2016/1052 as such legislation forms part of law in the United Kingdom pursuant to the EU (Withdrawal) Act 2018 (as may be amended, extended and/or supplemented from time to time) dealing with buyback programmes. The repurchased ordinary shares will be placed into treasury.

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