Ronald W. Burkle - 31 Aug 2021 Form 4 Insider Report for Membership Collective Group Inc. (SHCO)

Role
Director, Other*, 10%+ Owner
Signature
/s/ Humera Afzal, attorney-in-fact for Ronald W. Burkle
Issuer symbol
SHCO
Transactions as of
31 Aug 2021
Net transactions value
+$2,430,059
Form type
4
Filing time
02 Sep 2021, 16:05:57 UTC
Previous filing
21 Jul 2021
Next filing
16 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 $431,114 +37,174 $11.60 37,174 31 Aug 2021 Direct F1
transaction SHCO Class A Common Stock Purchase $774,695 +62,826 +169% $12.33 100,000 01 Sep 2021 Direct F2
transaction SHCO Class A Common Stock Purchase $1,224,250 +100,000 +100% $12.24 200,000 01 Sep 2021 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging between $10.76 and $12.00. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in footnotes (1) through (3).
F2 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging between $11.60 and $12.50.
F3 The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging between $11.73 and $12.75.

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.