Caring Richard's Form 4 filing
Soho House & Co Inc. (SHCO) · filed Nov 23, 2022
- Accession no.
- 0001140361-22-043005
- Filed
- Nov 23, 2022
- Trade date
- Jun 16-Nov 22, 2022
- Filing delay
- 160 daysLate
- Rule 10b5-1 plan
- Not on the form (before 2023)
This filing lists 3 non-derivative transactions. Open-market purchases total $152.1K. It was filed 160 days after the trade, past the 2-business-day deadline.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Caring RichardCIK 0001871934 | Director, 10% Owner, Other: See Remarks |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jun 16, 2022 | Class A Common Stock | PPurchaseAcquired | +9,100 | $6.63F1 | +$60,333 | 9,100 | Direct | |
| Nov 21, 2022 | Class A Common Stock | PPurchaseAcquired | +22,981 | $3.96F2 | +$91,004.76 | 32,081 | Direct | |
| Nov 22, 2022 | Class A Common Stock | PPurchaseAcquired | +200 | $3.83 | +$766 | 32,281 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
The transaction was executed in multiple trades in prices ranging from $6.6201 to $6.64, 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 footnotes 1 and 2 of this Form 4.
Referenced by the price of 1 transaction in Table I.
- F2
The transaction was executed in multiple trades in prices ranging from $3.86 to $4.00, inclusive.
Referenced by the price of 1 transaction in Table I.
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.