4//SEC Filing
Kuczmarski Martin 4
Accession 0001140361-21-025193
CIK 0001846510other
Filed
Jul 20, 8:00 PM ET
Accepted
Jul 21, 4:13 PM ET
Size
9.6 KB
Accession
0001140361-21-025193
Insider Transaction Report
Form 4
Kuczmarski Martin
Chief Operating Officer
Transactions
- Award
Class A Common Stock
2021-07-19+401,845→ 698,919 total - Exercise/Conversion
Class A Common Stock
2021-07-19+297,074→ 297,074 total - Exercise/Conversion
Growth Shrs rep Ordinary Shrs of Soho House Holdings Limited
2021-07-19−345,328→ 0 total→ Class A Common Stock (297,074 underlying)
Footnotes (4)
- [F1]In connection with the Issuer's initial public offering ("IPO"), the aggregate value of the growth share awards of Soho House Holdings Limited was first reduced by the $1.8 billion hurdle (described further in the registration statement on Form S-1 filed in connection with the Issuer's IPO), resulting in a forfeiture of the reporting person's growth share awards exempt from Section 16(a) and (b) pursuant to Rules 16a-4(d) and 16a-6(d), respectively, and then the growth share awards from the remaining excess value were exchanged for awards of restricted shares of Class A common stock in a manner that preserved the value of the award immediately prior to the closing of the IPO, based on the $12.28 opening price of Class A common stock on the morning of July 19, 2021.
- [F2]Represents restricted shares that vest 25% on July 19, 2021, and 25% on the first, second and third anniversaries of the August 25, 2020 original award grant date, subject to the recipient's continued employment.
- [F3]The growth shares were scheduled to vest in 25% annual increments on each of the first through fourth anniversaries of the August 25, 2020 grant date, subject to the recipient's continued employment. In connection with the IPO, the vesting of the award accelerated by one year (see footnote 2).
- [F4]Represents restricted stock units ("RSUs") that represent the contingent right to receive one share of Class A common stock. These RSUs vest in 25% annual increments on the first, second, third and fourth anniversaries of the July 19, 2021 grant date, subject to the recipient's continued employment.
Documents
Issuer
Membership Collective Group Inc.
CIK 0001846510
Entity typeother
Related Parties
1- filerCIK 0001872404
Filing Metadata
- Form type
- 4
- Filed
- Jul 20, 8:00 PM ET
- Accepted
- Jul 21, 4:13 PM ET
- Size
- 9.6 KB