| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| holding | SHCO | Class A Common Stock, par value $0.01 per share | 15.5M | Jul 19, 2021 | See Footnotes | F1, F2, F3, F4 |
| Id | Content |
|---|---|
| F1 | This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group"), Goldman Sachs & Co., LLC ("Goldman Sachs"), West Street Strategic Solutions Fund I, L.P. ("West Street Fund I"), West Street Strategic Solutions Fund I-(C), L.P. ("West Street Fund I-(C)"), WSSS Investments W, LLC ("WSSS Fund W"), WSSS Investments X, LLC ("WSSS Fund X"), WSSS Investments I, LLC ("WSSS Fund I"), WSSS Investments U, LLC ("WSSS Fund U"), Broad Street Principal Investments, L.L.C. ("BSPI") and West Street CT Private Credit Partnership, L.P. ("West Street CT PCP") (together, the "Reporting Persons"). Goldman Sachs is the manager of BSPI, the GS Funds are investment vehicles managed by, or affiliates of, Goldman Sachs. |
| F2 | Each of the Reporting Persons beneficially owned senior convertible preference shares (the "Senior Preference Shares") of the Issuer prior to the initial public offering (the "IPO") of the Class A Common Stock, par value $0.01 per share (the "Common Stock"), of Membership Collective Group Inc. (the "Issuer"). The Senior Preference Shares by their terms automatically converted into Common Stock upon the closing of the Issuer's IPO on July 19, 2021. |
| F3 | (Continued from Footnote 2) After the closing of the IPO, Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 15,526,619 shares of Common Stock in the Issuer by reason of the indirect beneficial ownership of such shares as follows: (i) West Street Fund I owned directly 5,682,004 shares of Common Stock; (ii) West Street Fund I-(C) owned directly 558,307 shares of Common Stock; (iii) WSSS Fund W owned directly 6,994,784 shares of Common Stock; (iv) WSSS Fund X owned directly 263,420 shares of Common Stock; (v) WSSS Fund I owned directly 296,103 shares of Common Stock; (vi) WSSS Fund U owned directly 316,507 shares of Common Stock; (vii) BSPI owned directly 1,140,310 shares of Common Stock; and (viii) West Street CT PCP owned directly 275,184 shares of Common Stock. |
| F4 | Each of the Reporting Persons disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this report shall not be deemed an admission that any such Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. |