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Caring Richard's Form 4 filing

Soho House & Co Inc. (SHCO) · filed Mar 15, 2023

Accession no.
0001140361-23-011861
Filed
Mar 15, 2023
Trade date
Mar 13, 2023
Filing delay
2 days
Rule 10b5-1 plan
Not on the form (before 2023)

This filing lists 1 non-derivative transaction. Open-market purchases total $37.6K. It was filed 2 days after the trade.

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.

Reporting owners on this filing
OwnerRelationship to the company
Caring RichardCIK 0001871934Director, 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.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Mar 13, 2023Class A Common StockPPurchaseAcquired+5,500$6.84F1+$37,620355,521Direct

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 $6.77 to $6.90, 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.

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.

Read the full filing on SEC EDGAR (opens in a new tab)