Coliseum Capital entities add Sonos (NASDAQ: SONO) shares in multi-day insider buying

Rhea-AI Filing Summary

Coliseum Capital-affiliated investment entities increased their holdings of Sonos Inc. (SONO) common stock through a series of open-market purchases. On February 4, 5 and 6, 2026, they bought 494,719, 211,530 and 26,824 shares, respectively, at weighted average prices of $15.50, $16.29 and $16.49 per share.

The shares are held by Coliseum Capital Partners, L.P., Coliseum Capital Co‑Invest IV, L.P. and a separate account client of Coliseum Capital Management, LLC, which acts as investment adviser. After these transactions, they reported 15,663,353 Sonos shares indirectly beneficially owned. Managers Christopher S. Shackelton and Adam Gray disclaim beneficial ownership except to the extent of their pecuniary interest.

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

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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^*

Coliseum Capital Management, LLC

(Last) (First) (Middle)

105 ROWAYTON AVE.

(Street)

ROWAYTON CT 06853

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Sonos Inc [ SONO ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/04/2026

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

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

	Form filed by One Reporting Person
X	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
Common Stock, $0.001 par value per share ("Common Stock")	02/04/2026		P		494,719	A	$15.5(1)	15,424,999	I	See Footnotes(2)(3)(6)
Common Stock	02/05/2026		P		211,530	A	$16.29(4)	15,636,529	I	See Footnotes(2)(3)(6)
Common Stock	02/06/2026		P		26,824	A	$16.49(5)	15,663,353	I	See Footnotes(2)(3)(6)

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

1. Name and Address of Reporting Person^*

Coliseum Capital Management, LLC

(Last) (First) (Middle)

105 ROWAYTON AVE.

(Street)

ROWAYTON CT 06853

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Shackelton Christopher S

(Last) (First) (Middle)

105 ROWAYTON AVE.

(Street)

ROWAYTON CT 06853

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Coliseum Capital, LLC

(Last) (First) (Middle)

105 ROWAYTON AVE.

(Street)

ROWAYTON CT 06853

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

COLISEUM CAPITAL PARTNERS, L.P.

(Last) (First) (Middle)

105 ROWAYTON AVE.

(Street)

ROWAYTON CT 06853

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Gray Adam

(Last) (First) (Middle)

105 ROWAYTON AVE.

(Street)

ROWAYTON CT 06853

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

1. Name and Address of Reporting Person^*

Coliseum Capital Co-Invest IV, L.P.

(Last) (First) (Middle)

105 ROWAYTON AVE.

(Street)

ROWAYTON CT 06853

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $15.31 to $15.60, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

2. The shares of Common Stock reported herein are held directly by (a) Coliseum Capital Partners, L.P. ("CCP") and Coliseum Co-Invest IV, L.P. ("CCC IV"), each of which are an investment limited partnership of which Coliseum Capital, LLC, a Delaware limited liability company ("CC"), is general partner and for which Coliseum Capital Management, LLC, a Delaware limited liability company ("CCM"), serves as investment adviser; and (b) a separate account investment advisory client of CCM (the "Separate Account").

3. Christopher S. Shackelton ("Shackelton") and Adam Gray ("Gray") are managers of and have an ownership interest in each of CCM and CC. Each of Shackelton, Gray, CCP, the Separate Account, CC and CCM disclaims beneficial ownership of these securities except to the extent of that person's pecuniary interest therein.

4. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $15.87 to $16.49, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

5. The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $16.45 to $16.50, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

6. Following the transactions reported herein, CCP directly owned 12,172,013 shares of Common Stock, CCC IV directly owned 733,073 shares of Common Stock and the Separate Account directly owned 2,758,267 shares of Common Stock.

	Coliseum Capital Management, LLC, By: /s/ Chivonne Cassar, Attorney-in-fact, Chivonne Cassar, Attorney-in-fact	02/06/2026
	Christopher Shackelton, By: /s/ Chivonne Cassar, Attorney-in-fact, Chivonne Cassar, Attorney-in-fact	02/06/2026
	Coliseum Capital, LLC, By: /s/ Chivonne Cassar, Attorney-in-fact, Chivonne Cassar, Attorney-in-fact	02/06/2026
	Coliseum Capital Partners, L.P., By: Coliseum Capital, LLC, its General Partner, By: /s/ Chivonne Cassar, Attorney-in-fact, Chivonne Cassar, Attorney-in-fact	02/06/2026
	Adam Gray, By: /s/ Chivonne Cassar, Attorney-in-fact, Chivonne Cassar, Attorney-in-fact	02/06/2026
	Coliseum Capital Co-Invest IV, L.P., By: Coliseum Capital, LLC, its General Partner, By: /s/ Chivonne Cassar, Attorney-in-fact, Chivonne Cassar, Attorney-in-fact	02/06/2026
	** 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).
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FAQ

What insider activity did Coliseum Capital report in Sonos (SONO) stock?

Coliseum Capital-affiliated entities reported open-market purchases of Sonos common stock. They bought 494,719 shares on February 4, 211,530 shares on February 5, and 26,824 shares on February 6, 2026, all as indirect beneficial ownership positions linked to their managed investment vehicles.

How many Sonos (SONO) shares do Coliseum Capital entities own after these Form 4 trades?

Following these transactions, Coliseum Capital-related entities reported indirect beneficial ownership of 15,663,353 Sonos shares. Footnotes state Coliseum Capital Partners, L.P. held 12,172,013 shares, Coliseum Capital Co-Invest IV, L.P. held 733,073 shares, and a separate account client held 2,758,267 shares of Sonos common stock.

At what prices did Coliseum Capital-affiliated entities buy Sonos (SONO) shares?

The entities bought Sonos shares at weighted average prices. On February 4, 2026, they paid $15.50; on February 5, they paid $16.29; and on February 6, they paid $16.49 per share, with each trade spanning specified intraday price ranges disclosed in the footnotes.

Who actually holds the Sonos (SONO) shares reported in this Form 4 filing?

The Sonos shares are held by Coliseum Capital Partners, L.P., Coliseum Capital Co-Invest IV, L.P., and a separate account advisory client of Coliseum Capital Management, LLC. Coliseum Capital, LLC serves as general partner of the partnerships, while Coliseum Capital Management, LLC acts as investment adviser to these investment accounts.

What is the role of Christopher Shackelton and Adam Gray in the Sonos (SONO) holdings?

Christopher Shackelton and Adam Gray are managers with ownership interests in Coliseum Capital Management, LLC and Coliseum Capital, LLC. The filing states each of Shackelton, Gray and the listed entities disclaims beneficial ownership of the Sonos securities except to the extent of that person’s pecuniary interest.

Are the reported Sonos (SONO) transactions direct or indirect holdings for Coliseum Capital?

All reported Sonos transactions are classified as indirect ownership. The Form 4 indicates the shares are held through investment limited partnerships and a separate account client, with Coliseum Capital Management, LLC serving as investment adviser and Coliseum Capital, LLC acting as general partner to the partnerships.