Soho House & Co Inc.·4

Feb 2, 4:18 PM ET

Sasson Andrew 4

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

Research Summary

AI-generated summary of this filing

Updated

Soho House (SHCO) Director Andrew Sasson Sells 30,643 Shares

What Happened

  • Andrew Sasson, a director of Soho House & Co. Inc. (SHCO), had 30,643 shares of the company's Class A common stock disposed of on January 29, 2026 in connection with the Merger. Under the Merger Agreement, the shares were cancelled and converted into the right to receive $9.00 per share in cash, for aggregate proceeds of $275,787 (before any applicable withholding).

Key Details

  • Transaction date: January 29, 2026
  • Transaction type: Disposition to the issuer in connection with merger (not an open-market sale)
  • Price per share: $9.00 (per Merger Agreement)
  • Total proceeds: $275,787 (subject to applicable withholding taxes)
  • Shares owned after transaction: Not applicable/the shares were cancelled upon conversion in the merger
  • Footnotes: F1 — Merger effective Jan 29, 2026; F2 — shares cancelled and converted to $9.00/share in cash
  • Filing: Reported on Form 4 filed February 2, 2026 (filed within the typical Section 16 reporting window for this transaction)

Context

  • This was a merger-related cash-out, where outstanding shares were converted into a fixed cash payment per the Merger Agreement. Such dispositions are routine in M&A transactions and reflect the terms of the deal rather than an individual director's trading decision.

Insider Transaction Report

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

    Class A Common Stock

    [F1][F2]
    2026-01-2930,6430 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 Andrew Sasson|2026-02-02

Documents

1 file
  • 4
    form4.xmlPrimary