Form 4: Soho House Director Sells Shares Post-Merger

Andrew Sasson, a director at Soho House & Co Inc., reported the disposition of all his Class A Common Stock following the company's merger on January 29, 2026.

Summary

• Andrew Sasson, a Director of Soho House & Co Inc. (SHCO), reported a change in beneficial ownership.
• On January 29, 2026, Sasson disposed of 30,643 shares of Class A Common Stock.
• The disposition occurred pursuant to the terms of a Merger Agreement dated August 15, 2025.
• Under the Merger Agreement, Merger Sub, a subsidiary of EH Parent LLC (an affiliate of The Yucaipa Companies LLC), merged with Soho House & Co Inc.
• At the effective time of the merger, Sasson's shares were cancelled and converted into the right to receive $9.00 per share in cash.
• Following this transaction, Sasson's beneficial ownership of Class A Common Stock is 0 shares.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a neutral to slightly positive event for the reporting person, as it represents the successful completion of a merger and a cash payout for their shares, aligning with pre-announced terms. For the company, it signifies the finalization of its acquisition.

Positives

• Andrew Sasson received a cash payout of $9.00 per share for his 30,643 shares, totaling $275,787.00, providing liquidity for his equity holdings.

Negatives

• Andrew Sasson no longer holds any Class A Common Stock in Soho House & Co Inc., indicating a complete divestment of his equity stake in the company following the merger.

Future Outlook

The filing does not contain any forward-looking statements or guidance, as it reports a completed transaction related to a merger.

Industry Context

StockSavvy.ai notes that this Form 4 filing reflects the final stages of a corporate acquisition, a common occurrence in the hospitality and lifestyle sector as companies seek consolidation or strategic exits. The involvement of The Yucaipa Companies LLC, a private equity firm, highlights the ongoing trend of private capital acquiring publicly traded entities, often to take them private and restructure or optimize operations away from public market scrutiny.

Comparison to Industry Standards

• This transaction is a standard outcome for shareholders, including directors, when a public company is acquired and taken private. The cash consideration of $9.00 per share is the agreed-upon merger price, which would have been publicly disclosed and approved by shareholders prior to the merger's effective date.
• Comparable transactions in the hospitality sector, such as the acquisition of Extended Stay America by Blackstone and Starwood Capital, or various hotel chain buyouts, typically involve a fixed cash price per share for common stock holders, similar to the terms seen here for Soho House & Co Inc.

Related Party Transactions

• The merger itself, where Soho House & Co Inc. was acquired by EH Parent LLC, an affiliate of The Yucaipa Companies LLC, constitutes a significant corporate transaction that would have been subject to related party transaction scrutiny if Yucaipa had prior significant influence or ownership.

Stakeholder Impact

• Shareholders: All Class A Common Stock shareholders, including Andrew Sasson, received $9.00 per share in cash, providing a definitive exit value for their investment.
• Employees: The merger's impact on employees is not detailed in this Form 4, but typically, such acquisitions can lead to organizational restructuring.
• Customers: The merger's impact on customers (members of Soho House) is not detailed, but changes in ownership can sometimes influence service offerings or strategic direction.

Key Dates

Keywords

Soho House, SHCO, Andrew Sasson, Form 4, Merger, Stock Sale, Director Transaction, Yucaipa Companies, EH Parent LLC