Soho House (SHCO) director gets 14,175 RSUs vested into Class A shares

Rhea-AI Filing Summary

Soho House & Co Inc. director Hamad KH. K. Al-Thani Almaiyasa reported the vesting of equity awards and related share issuance. On January 16, 2026, 14,175 Restricted Stock Units (RSUs) were converted in a transaction coded “M” into 14,175 shares of Class A common stock at a reported price of $0 per share, reflecting the nature of RSU vesting rather than an open-market purchase. Following this transaction, the reporting person directly beneficially owns 70,154 shares of Class A common stock. Each RSU represented the right to receive one Class A share, and the RSUs vested 100% on January 16, 2026.

Insider Trade Summary

14,175 shares exercised/converted

Mixed 2 txns

Insider Hamad KH. K. Al-Thani Almaiyasa

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	14,175	$0.00	--
Exercise	Class A Common Stock	14,175	$0.00	--

Holdings After Transaction: Restricted Stock Units — 0 shares (Direct); Class A Common Stock — 70,154 shares (Direct)

Footnotes (1)

1. Each Restricted Stock Unit ("RSU") represents the contingent right to receive one share of Class A common stock. These RSUs vested 100% on January 16, 2026.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hamad KH. K. Al-Thani Almaiyasa

(Last) (First) (Middle)

C/O SOHO HOUSE & CO INC.

515 W. 20TH STREET

(Street)

NEW YORK NY 10011

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
01/16/2026

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	01/16/2026		M		14,175	A	(1)	70,154	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(1)	01/16/2026		M			14,175	(2)	(2)	Class A Common Stock	14,175	$0	0	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents the contingent right to receive one share of Class A common stock.

2. These RSUs vested 100% on January 16, 2026.

	/s/ Benedict Nwaeke, attorney-in-fact for Almaiyasa Hamad KH K. Al-Thani	01/20/2026
	** 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 4 (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

What insider transaction did Soho House (SHCO) report on this Form 4?

The filing reports that director Hamad KH. K. Al-Thani Almaiyasa had 14,175 Restricted Stock Units vest and convert into 14,175 shares of Class A common stock on January 16, 2026.

How many Soho House (SHCO) shares does the reporting person own after this transaction?

After the RSU vesting and share issuance, the reporting person directly beneficially owns 70,154 shares of Class A common stock.

Was the Soho House (SHCO) insider transaction a purchase, sale, or RSU vesting?

The transaction is coded “M”, indicating the exercise or conversion of derivative securities. Here, 14,175 RSUs vested and converted into 14,175 Class A shares, rather than an open-market trade.

What are the terms of the Restricted Stock Units reported by Soho House (SHCO)?

Each Restricted Stock Unit (RSU) represents the contingent right to receive one share of Class A common stock. The RSUs reported in this filing vested 100% on January 16, 2026.

What was the reported price for the Soho House (SHCO) RSU conversion?

The RSU conversion into Class A common stock was reported at a price of $0 per share, which is typical for vesting of equity awards granted as compensation rather than market purchases.

What is the reporting person’s role at Soho House (SHCO)?

The reporting person, Hamad KH. K. Al-Thani Almaiyasa, is identified as a director of Soho House & Co Inc. and is not listed as a 10% owner or officer in this filing.