Director of Soho House & Co Inc. (SHCO) reports 11,111,111 indirect shares

Rhea-AI Filing Summary

Soho House & Co Inc. director Gjorgi Popstefanov has filed an initial ownership report showing indirect beneficial ownership of 11,111,111 shares of Class A common stock.

The shares are held directly by Momentum Solutions II, LLC, whose equity is owned by Popstefanov indirectly through intervening holding companies.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Popstefanov Gjorgi

(Last) (First) (Middle)

2601 OLIVE STREET, SUITE 1900

(Street)

DALLAS TX 75201

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/29/2026

3. Issuer Name and Ticker or Trading Symbol
Soho House & Co Inc. [ SHCO ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	11,111,111	I	See Footnote(1)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These securities are owned directly by Momentum Solutions II, LLC, 100% of the outstanding equity securities of which are owned by the Reporting Person indirectly through a series of intervening holding companies. The Reporting Person is an indirect beneficial owner of the reported securities.

	/s/ Gjorgi Popstefanov	02/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Soho House & Co Inc. (SHCO) shares are reported on this Form 3?

The filing reports indirect beneficial ownership of 11,111,111 shares of Class A common stock. These shares represent the reporting person’s stake as disclosed on the initial ownership statement, held through an affiliated entity rather than directly in his own name.

What is Gjorgi Popstefanov’s role at Soho House & Co Inc. (SHCO)?

Gjorgi Popstefanov is identified as a director of Soho House & Co Inc. The Form 3 indicates his board role and provides details about his indirect beneficial ownership of Class A common stock through an affiliated limited liability company.

Are the 11,111,111 SHCO shares held directly by Gjorgi Popstefanov?

No, the 11,111,111 Class A shares are owned directly by Momentum Solutions II, LLC. The reporting person holds 100% of that entity’s equity indirectly through intervening holding companies, making him an indirect beneficial owner of the reported securities.

What entity actually owns the reported SHCO shares on this Form 3?

The reported Class A common shares are owned directly by Momentum Solutions II, LLC. According to the footnote, the reporting person indirectly owns 100% of this entity’s equity through holding companies, giving him indirect beneficial ownership of the securities.

Does this Soho House (SHCO) Form 3 disclose any insider transactions?

The Form 3 functions as an initial ownership report and lists 11,111,111 indirectly owned Class A shares. It characterizes the position as beneficial ownership rather than detailing discrete purchase or sale transactions at specific prices or in specific amounts.

Is the Soho House (SHCO) director’s ownership classified as direct or indirect?

The filing classifies the director’s interest as indirect ownership. The shares are held by Momentum Solutions II, LLC, with the director owning 100% of that company’s equity through intervening holding entities, making him an indirect beneficial owner of the reported position.