|4Feb 2, 4:17 PM ET

Delahunt Alice 4

4 · Soho House & Co Inc. · Filed Feb 2, 2026

Research Summary

AI-generated summary of this filing

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Soho House (SHCO) Director Alice Delahunt Sells 70,154 Shares

What Happened
Alice Delahunt, a director of Soho House & Co. Inc. (SHCO), had 70,154 shares of the company's Class A common stock disposed of to the issuer on January 29, 2026 as part of a merger. Per the merger terms, the shares were cancelled and converted into cash at $9.00 per share, for total proceeds of $631,386 (before applicable withholding).

Key Details

  • Transaction date: January 29, 2026 (reported on Form 4 filed February 2, 2026 — filing appears timely).
  • Reported transaction type: Disposition to issuer (code D); Form 4 shows price as N/A, but footnote states cash consideration of $9.00 per share.
  • Shares involved: 70,154 shares cancelled. Total cash received: 70,154 × $9.00 = $631,386.
  • Shares owned after transaction: Not reported on the transaction line; these specific shares were cancelled in the merger.
  • Footnotes: F1 = Merger of a subsidiary into the issuer; F2 = automatic conversion of shares into $9.00 per share cash, without interest and subject to withholding taxes.
  • Not an open-market sale — transaction resulted from the merger agreement, not a discretionary sale by the director.

Context
This was a merger-related cancellation of stock, not a voluntary market sale or purchase. Such dispositions reflect contract terms of the merger (consideration paid to shareholders) rather than a director signaling a view on the company’s prospects.

Insider Transaction Report

Form 4Exit
Period: 2026-01-29
Transactions
  • Disposition to Issuer

    Class A Common Stock

    [F1][F2]
    2026-01-2970,1540 total
Footnotes (2)
  • [F1]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").
  • [F2]At the effective time of the Merger, and pursuant to the terms of the Merger 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, without interest thereon and subject to applicable withholding taxes.
Signature
/s/ Benedict Nwaeke, attorney-in-fact for Alice Delahunt|2026-02-02

Documents

1 file
  • 4
    form4.xmlPrimary