Richard Caring - Mar 15, 2023 Form 4 Insider Report for Soho House & Co Inc. (SHCO)

Role
Director, Other*, 10%+ Owner
Signature
/s/ Benedict Nwaeke, attorney-in-fact for Richard A. Caring
Stock symbol
SHCO
Transactions as of
Mar 15, 2023
Transactions value $
$30,118
Form type
4
Date filed
3/17/2023, 04:15 PM
Previous filing
Mar 15, 2023
Next filing
Mar 21, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SHCO Class A Common Stock Purchase $12.1K +2K +0.56% $6.03 358K Mar 15, 2023 Direct F1
transaction SHCO Class A Common Stock Purchase $18.1K +2.9K +0.81% $6.22 360K Mar 16, 2023 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The transaction was executed in multiple trades in prices ranging from $6.00 to $6.04, inclusive. The price reported in Column 4 above reflects the weighted average purchase price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares purchased at each respective price within the ranges set forth in footnote 1 of this Form 4.
F2 The transaction was executed in multiple trades in prices ranging from $6.16 to $6.25, inclusive. The price reported in Column 4 above reflects the weighted average purchase price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares purchased at each respective price within the ranges set forth in footnote 2 of this Form 4.

Remarks:

Each of Nick Jones, Richard Caring, Ron Burkle and The Yucaipa Companies, LLC (and, in each case, certain affiliates and family members) have agreed to vote together as a group with respect to certain matters (the "Voting Group") pursuant to the provisions of a Stockholders' Agreement between each member of the Voting Group and the Issuer, so long as the Voting Group owns a requisite percentage of the Issuer's total outstanding common stock. The Voting Group holds all of the Issuer's issued and outstanding Class B Common Stock and, as a result, when voting together as a group, controls over 90% of the combined voting power of the Issuer and is able to control any action requiring Issuer shareholder approval.