Welcome to our dedicated page for Soho House & Co SEC filings (Ticker: SHCO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Soho House & Co Inc. (SHCO) SEC filings page on Stock Titan aggregates the company’s regulatory disclosures from the U.S. Securities and Exchange Commission, including 10‑K annual reports, 10‑Q quarterly reports and 8‑K current reports. These documents provide detailed information on the company’s global membership platform, financial performance, risk factors, capital structure and significant corporate events.
In its periodic reports, Soho House & Co breaks out Total revenues into Membership revenues, In‑House revenues and Other revenues, and explains non‑GAAP measures such as Adjusted EBITDA, House‑Level Contribution and Margin, Other Contribution and Margin, Net Debt and constant currency metrics. Filings also include segment information for the United Kingdom, The Americas, and Europe and Rest of the world, as well as disclosures on the number of Soho Houses, membership counts and Active App Users.
Recent Form 8‑K filings are particularly important for understanding SHCO’s take‑private transaction. These reports describe the Agreement and Plan of Merger with EH Parent LLC and EH MergerSub Inc., the $9.00 per share cash consideration for most outstanding common stock, stockholder approvals of the Merger Proposal, and subsequent developments in equity and debt financing commitments. Additional 8‑K filings provide supplemental proxy disclosures, information about special and annual meetings, and updates on earnings releases furnished under Item 2.02.
Investors can use SHCO’s SEC filings to analyze topics such as leverage and Net Debt, the impact of foreign exchange, definitions and reconciliations of non‑GAAP measures, and the expected consequences of the merger, including the planned delisting and deregistration of the Class A common stock. Stock Titan’s interface surfaces these filings alongside AI‑powered summaries that highlight key terms, transaction structures and financial metrics, helping readers quickly understand long and technical documents.
This page also offers convenient access to insider and governance‑related disclosures embedded in proxy statements and related schedules, which are referenced in the company’s merger‑related filings, giving a fuller view of voting structures, share classes and the role of special committees in major transactions.
Soho House & Co Inc. director Alice Delahunt reported the disposition of 70,154 shares of Class A common stock in connection with a completed merger. On January 29, 2026, an affiliate of The Yucaipa Companies LLC merged a subsidiary into Soho House, with Soho House surviving as the combined company.
At the effective time of the merger, Delahunt’s Class A shares were cancelled and automatically converted into the right to receive $9.00 in cash per share, without interest and subject to applicable withholding taxes. Following this cash-out transaction, the Form 4 shows Delahunt holding zero Class A shares directly.
Soho House & Co Inc. director Eric David Deardorff reported the cash-out of his equity in connection with the company’s merger. On January 29, 2026, all 33,818 shares of Class A common stock he held were disposed of in a transaction tied to the merger terms.
At the effective time of the merger, these Class A shares were cancelled and automatically converted into the right to receive $9.00 per share in cash, before any applicable withholding taxes. Following this merger-related conversion, Deardorff reported owning 0 shares of Soho House & Co Inc. Class A common stock directly.
Soho House & Co Inc. director Hage Joseph Eg Heni reported the disposition of 70,154 shares of Class A common stock in connection with the company’s merger. The transaction reflects the closing mechanics of a previously agreed deal rather than an open-market trade.
On January 29, 2026, EH MergerSub Inc. merged with Soho House & Co Inc. under an Agreement and Plan of Merger dated August 15, 2025, with Soho House continuing as the surviving corporation. At the effective time of the merger, these Class A shares were cancelled and automatically converted into the right to receive $9.00 per share in cash, before taxes, leaving the director with 0 shares beneficially owned afterward.
Soho House & Co Inc. founder Nick Jones filed a Form 4 reporting a derivative transaction tied to 4,400,000 shares of Class B common stock on January 29, 2026. These Class B shares are convertible into Class A common stock on a one-for-one basis.
The filing references a prior agreement for Jones to sell 4,400,000 Class B shares to Ronald Burkle for $6.00 per share, totaling $26,400,000, in a private transaction. Because the company entered into a merger at $9.00 per share, Burkle also agreed to pay or transfer to Jones an additional $1.50 per share, or $6,600,000 in total, by December 31, 2026.
The remarks explain that Jones, Richard Caring, Ronald Burkle, The Yucaipa Companies, LLC and certain affiliates have agreed to vote together as a “Voting Group”. This group holds all Class B shares and, when voting together, controls over 90% of the combined voting power of Soho House, allowing it to determine outcomes of matters requiring shareholder approval.
Soho House & Co Inc. director and 10% owner Richard Caring reported merger-related changes to his holdings. On January 29, 2026, 373,774 shares of Class A common stock were cancelled and converted into the right to receive $9.00 per share in cash under a merger agreement.
On the same date, 1,292,892 shares of Class B common stock were also cancelled and converted into the right to receive the same cash price per share. Pursuant to a rollover agreement, Caring designated 39,845,438 remaining Class B shares as rollover shares, which stay outstanding. A voting group holding all Class B shares controls over 90% of Soho House’s combined voting power.
Soho House & Co Inc. director Ashton Kutcher filed an initial ownership report on Form 3. The filing identifies him as a director of the company and states that no securities of Soho House & Co Inc. are beneficially owned.
Soho House & Co Inc. has completed a merger that turns the company into a privately held business owned by reinvestment stockholders and new equity investors. Following the deal, the company plans to delist its Class A common stock from the NYSE and file to deregister these shares, ending public reporting for this stock.
A voting group now beneficially owns 141,682,049 shares of Class A common stock on an as-converted basis, representing about 76.9% of the economic interest and approximately 97.1% of the company’s voting power. Individual members include Nick Jones, Richard Caring, Ronald Burkle and multiple Yucaipa- and JV‑related entities.
Soho House & Co Inc. has completed its merger and gone private, with Merger Sub combining into Soho House and equity now held by reinvesting stockholders and new equity investors. Public shareholders’ common stock was cancelled and converted into cash at the agreed per‑share price, ending their rights as stockholders.
To fund the transaction and refinance debt, the group issued $220.0 million of senior unsecured HoldCo notes and $695.0 million of senior secured OpCo notes, and extended a £75.0 million revolving credit facility to January 31, 2029. Soho House has notified the NYSE it will delist its Class A shares and plans to terminate Exchange Act reporting after filing Form 15.
The board was fully reconstituted, adding directors including Ashton Kutcher, who will receive 1.1 million restricted stock units that vest over up to three years, subject to continued board service and other conditions. Equity investors, including Momentum Solutions II, MCR Hospitality funds and Morse Ventures, collectively committed about $200.0 million, while significant Rollover Shares held by GS Funds and Richard Caring remained outstanding after closing.
Soho House & Co Inc. filed a Form 25 to remove its Class A Common Stock from listing and/or registration on the New York Stock Exchange LLC. The filing states that the Exchange has complied with its rules to strike the class of securities, and that the issuer has complied with Exchange rules and SEC requirements governing the voluntary withdrawal of the class from listing and registration.
Soho House & Co Inc. director Daria Zhukova reported the vesting of restricted stock units and related share acquisition. On January 16, 2026, 14,175 restricted stock units converted into 14,175 shares of Class A common stock, reported with transaction code M at a price of $0 per share. Each RSU represented the right to receive one Class A share, and these RSUs vested 100% on that date. Following this transaction, Zhukova directly held 70,154 shares of Class A common stock.