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$SHCO All transactions

Soho House & Co Inc.

D

$ Value

Shares

373,774

Price

Filed

Feb 2

Insider

Name

Caring Richard

Title

CIK

0001871934

Roles

Director 10% Owner Other

Transaction Details

Transaction Date

2026-01-29

Code

D

Table

Non-Derivative

Ownership

Direct

Equity Swap

No

Shares After

Footnotes

On January 29, 2026, pursuant to the terms of that certain Agreement and Plan of Merger, dated as of August 15, 2025 (the "Merger Agreement"), by and among the Issuer, EH Parent LLC, a Delaware limited liability company and an affiliate of The Yucaipa Companies LLC, a Delaware limited liability company ("Parent"), and EH MergerSub Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation (the "Merger"). | At the effective time of the Merger (the "Effective Time"), and pursuant to the terms of the Merger Agreement and the Rollover and Support Agreement entered into between the Reporting Person and the Issuer (the "Rollover Agreement"), these shares of the Issuer's Class A common stock were cancelled and automatically converted into the right to receive $9.00 per share in cash (the "Per Share Price"), without interest thereon and subject to applicable withholding taxes. | Each holder of shares of the Issuer's Class B common stock has the right to convert its shares of Class B common stock for shares of Class A common stock on a one-for-one basis, at any time after consummation of the Issuer's initial public offering, upon notice to the Issuer. Additionally, shares of Class B common stock will automatically convert into shares of Class A common stock, on a one-for-one basis, upon transfer to any non-permitted holder of Class B common stock. | At the Effective Time, and pursuant to the terms of the Merger Agreement and the Rollover Agreement, these shares of Class B common stock were cancelled and automatically converted into the right to receive the Per Share Price, without interest thereon and subject to applicable withholding taxes. | Pursuant to the terms of the Rollover Agreement, the Reporting Person agreed to irrevocably designate these remaining shares of Class B common stock as "Rollover Shares," which remain outstanding following the Merger.

Filing Info

Accession No.

0000905148-26-000440

Form Type

4

Issuer CIK

0001846510

Caring Richard's History

Date Ticker Type Value
2026-01-29 SHCO D
2026-01-29 SHCO D

Other Insiders at SHCO (90d)

Insider Bought Sold Last
Popstefanov Gjorgi $100.0M 2026-01-29
GOLDMAN SACHS GROUP INC $30.0M 2026-01-29
BURKLE RONALD W 2026-01-29
Sasson Andrew 2026-01-29
Jackson Yusef 2026-01-29
Delahunt Alice 2026-01-29
Carnie Andrew
Chief Executive Officer
2026-01-29
Zhukova Daria 2026-01-29
Caring Richard 2026-01-29
Jones Nick
Founder
2026-01-29
Schwerin Ben 2026-01-29
Hamad KH. K. Al-Thani Almaiyasa 2026-01-29
Hage Joseph Eg Heni 2026-01-29
Collins Thomas
Chief Operating Officer
2026-01-29
Deardorff Eric David 2026-01-29
Kutcher Ashton 2026-01-29