Humera Afzal - 19 Jul 2021 Form 4 Insider Report for Membership Collective Group Inc. (SHCO)

Role
Chief Financial Officer
Signature
/s/ Humera Afzal
Issuer symbol
SHCO
Transactions as of
19 Jul 2021
Net transactions value
+$1,400
Form type
4
Filing time
21 Jul 2021, 16:12:53 UTC
Previous filing
14 Jul 2021
Next filing
23 Dec 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SHCO Class A Common Stock Purchase $1,400 +100 $14.00 100 19 Jul 2021 Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SHCO SARs rep Ordinary Shares of Soho House Holdings Limited Options Exercise $0 -275,587 -100% $0.000000* 0 19 Jul 2021 SARs rep Class A Common Stock 232,905 Direct F1, F2
transaction SHCO SARs rep Class A Common Stock Options Exercise +232,905 232,905 19 Jul 2021 Class A Common Stock 232,905 $12.46 Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 In connection with the Issuer's initial public offering ("IPO"), these share appreciation rights ("SARs") of Soho House Holdings Limited were exchanged for SARs of Class A common stock of the Issuer, and the $10.523 exercise price was adjusted, each in a manner that preserved the value of the award prior to the closing of the IPO, based on the $12.50 closing price of Class A common stock on July 16, 2021.
F2 These SARs were scheduled to vest in 25% annual increments on each of the first through fourth anniversaries of the December 1, 2020 vesting commencement date, subject to the recipient's continued employment. In connection with the IPO, the vesting of the award accelerated by one year (see footnote 3).
F3 These SARs vest 25% on July 19, 2021, and 25% on the first, second and third anniversaries of the December 1, 2020 original vesting commencement date, subject to the recipient's continued employment.