Sonos, Inc. ownership update: a group of related investment vehicles and principals led by Coliseum Capital report beneficial ownership positions in Sonos common stock. Coliseum Capital Management, LLC and affiliated entities report shared dispositive power over 18,070,762 shares (CCM), 15,043,618 shares (CC), 12,923,136 shares (CCP) and 2,120,482 shares (CCC IV). The filing cites 119,128,671 shares outstanding as of April 17, 2026, with reported percentages of class of 15.2%, 12.6%, 10.8% and 1.8%, respectively. The filing states that CCP, CCC IV and a Separate Account are record owners of 12,923,136, 2,120,482 and 3,027,144 shares, and that Adam Gray and Christopher Shackelton each have shared dispositive power over 18,070,762 shares.
Positive
None.
Negative
None.
Insights
Large passive ownership disclosed by Coliseum-related entities and principals; group attribution noted.
The filing lists shared voting and dispositive power rather than sole control, showing Coliseum-related entities collectively hold notable positions: 18,070,762 shares for CCM and related managers. The percentage calculations use 119,128,671 shares outstanding as of April 17, 2026.
Classification as a group and the record-owner breakdown (CCP, CCC IV, Separate Account) are material for governance and proxy contexts. Subsequent regulatory filings could disclose any changes to voting arrangements or plans.
Disclosure clarifies ownership scale and who holds record title for specific lots of shares.
The table provides exact share counts and percent of class for each Reporting Person, enabling straightforward calculation of relative positions: examples include 15.2% for CCM/Gray/Shackelton and 10.8% for CCP. The filing ties percentages to an explicit outstanding share count.
Cash-flow treatment or plans for disposition are not described; any market impact will depend on future holder actions and additional filings.
Shares outstanding119,128,671 sharesas of April 17, 2026
CCM shared dispositive power18,070,762 sharesreported beneficial ownership for Coliseum Capital Management, LLC
CC shared dispositive power15,043,618 sharesreported beneficial ownership for Coliseum Capital, LLC
CCP record ownership12,923,136 sharesrecord owner as stated in the filing
Reported percent (CCM)15.2%percent of class for CCM based on outstanding shares
Separate Account record ownership3,027,144 sharesSeparate Account managed by CCM, record owner per filing
Key Terms
Schedule 13G/A, Beneficial ownership, Shared dispositive power, Record owner
4 terms
Schedule 13G/Aregulatory
"Amendment No. 4 ) Sonos, Inc. Common Stock"
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
Beneficial ownershipregulatory
"Amount beneficially owned: (i) CCM is the beneficial owner of 18,070,762 shares"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Shared dispositive powerregulatory
"Shared Dispositive Power 18,070,762.00"
Record ownerregulatory
"CCP is the record owner of 12,923,136 shares of Common Stock"
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 4)
Sonos, Inc.
(Name of Issuer)
Common Stock, $0.001 par value per share
(Title of Class of Securities)
83570H108
(CUSIP Number)
03/31/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
schemaVersion:
SCHEDULE 13G
CUSIP Number(s):
83570H108
1
Names of Reporting Persons
Coliseum Capital Management, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
18,070,762.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
18,070,762.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
18,070,762.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
15.2 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
CUSIP Number(s):
83570H108
1
Names of Reporting Persons
Coliseum Capital, LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
15,043,618.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
15,043,618.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
15,043,618.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
12.6 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP Number(s):
83570H108
1
Names of Reporting Persons
Coliseum Capital Partners, L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
12,923,136.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
12,923,136.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
12,923,136.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
10.8 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
83570H108
1
Names of Reporting Persons
Coliseum Capital Co-Invest IV, L.P.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
2,120,482.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
2,120,482.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,120,482.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
1.8 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP Number(s):
83570H108
1
Names of Reporting Persons
Adam Gray
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
18,070,762.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
18,070,762.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
18,070,762.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
15.2 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
CUSIP Number(s):
83570H108
1
Names of Reporting Persons
Christopher Shackelton
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
18,070,762.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
18,070,762.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
18,070,762.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
15.2 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Sonos, Inc.
(b)
Address of issuer's principal executive offices:
301 Coromar Drive, Santa Barbara, CA 93117
Item 2.
(a)
Name of person filing:
This Schedule 13G is being filed on behalf of Coliseum Capital Management, LLC ("CCM"), Coliseum Capital, LLC ("CC"), Coliseum Capital Partners, L.P. ("CCP"), Coliseum Capital Co-Invest IV, L.P. ("CCC IV"), Adam Gray ("Gray") and Christopher Shackelton ("Shackelton" and together with CCM, CC, CCP, CCC IV and Gray, the "Reporting Persons").
(b)
Address or principal business office or, if none, residence:
The business address of the Reporting Persons is 105 Rowayton Avenue, Rowayton, CT 06853.
(c)
Citizenship:
(i) CCM is a Delaware limited liability company; (ii) CC is a Delaware limited liability company; (iii) CCP is a Delaware limited partnership; (iv) CCC IV is a Delaware limited partnership, (v) Gray is a United States citizen; and (vi) Shackelton is a United States citizen.
(d)
Title of class of securities:
Common Stock, $0.001 par value per share
(e)
CUSIP No.:
83570H108
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
(i) CCM is the beneficial owner of 18,070,762 shares of common stock, $0.001 par value per share ("Common Stock"); (ii) CC is the beneficial owner of 15,043,618 shares of Common Stock; (iii) CCP is the beneficial owner of 12,923,136 shares of Common Stock; (iv) CCC IV is the beneficial owner of 2,120,482 shares of Common Stock; (v) Gray is the beneficial owner of 18,070,762 shares of Common Stock; and (vi) Shackelton is the beneficial owner of 18,070,762 shares of Common Stock.
(b)
Percent of class:
(i) CCM - 15.2%; (ii) CC - 12.6%; (iii) CCP - 10.8%; (iv) CCC IV - 1.8%; (v) Gray - 15.2%; and (vi) Shackelton - 15.2%. The ownership percentage of each Reporting Person has been calculated based on 119,128,671 shares of Common Stock issued and outstanding as of April 17, 2026 as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 5, 2026.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(i) 0 shares of Common Stock for CCM; (ii) 0 shares of Common Stock for CC; (iii) 0 shares of Common Stock for CCP; (iv) 0 shares of Common Stock for CCC IV; (v) 0 shares of Common Stock for Gray; and (vi) 0 shares of Common Stock for Shackelton.
(ii) Shared power to vote or to direct the vote:
(i) 18,070,762 shares of Common Stock for CCM; (ii) 15,043,618 shares of Common Stock for CC; (iii) 12,923,136 shares of Common Stock for CCP; (iv) 2,120,482 shares of Common Stock for CCC IV; (v) 18,070,762 shares of Common Stock for Gray; and (vi) 18,070,762 shares of Common Stock for Shackelton.
(iii) Sole power to dispose or to direct the disposition of:
(i) 0 shares of Common Stock for CCM; (ii) 0 shares of Common Stock for CC; (iii) 0 shares of Common Stock for CCP; (iv) 0 shares of Common Stock for CCC IV; (v) 0 shares of Common Stock for Gray; and (vi) 0 shares of Common Stock for Shackelton.
(iv) Shared power to dispose or to direct the disposition of:
(i) 18,070,762 shares of Common Stock for CCM; (ii) 15,043,618 shares of Common Stock for CC; (iii) 12,923,136 shares of Common Stock for CCP; (iv) 2,120,482 shares of Common Stock for CCC IV; (v) 18,070,762 shares of Common Stock for Gray; and (vi) 18,070,762 shares of Common Stock for Shackelton.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
CCM is the investment adviser to CCP and CCC IV, each of which is an investment limited partnership. CC is the General Partner of CCP and CCC IV. Gray and Shackelton are the managers of CC and CCM. The Reporting Persons may be deemed to be members of a group with respect to the Common Stock owned of record by CCP, CCC IV and a separate account managed by CCM (the "Separate Account"). CCP is the record owner of 12,923,136 shares of Common Stock; CCC IV is the record owner of 2,120,482 shares of Common Stock; and the Separate Account is the record owner of 3,027,144 shares of Common Stock.
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Coliseum Capital Management, LLC
Signature:
/s/ Chivonne Cassar
Name/Title:
Chivonne Cassar/Attorney-in-fact
Date:
05/15/2026
Coliseum Capital, LLC
Signature:
/s/ Chivonne Cassar
Name/Title:
Chivonne Cassar/Attorney-in-fact
Date:
05/15/2026
Coliseum Capital Partners, L.P.
Signature:
by: Coliseum Capital, LLC, its General Partner, /s/ Chivonne Cassar
Name/Title:
Chivonne Cassar/Attorney-in-fact
Date:
05/15/2026
Coliseum Capital Co-Invest IV, L.P.
Signature:
by: Coliseum Capital, LLC, its General Partner, /s/ Chivonne Cassar
Name/Title:
Chivonne Cassar/Attorney-in-fact
Date:
05/15/2026
Adam Gray
Signature:
/s/ Chivonne Cassar
Name/Title:
Chivonne Cassar/Attorney-in-fact
Date:
05/15/2026
Christopher Shackelton
Signature:
/s/ Chivonne Cassar
Name/Title:
Chivonne Cassar/Attorney-in-fact
Date:
05/15/2026
Comments accompanying signature: Executed by Chivonne Cassar pursuant to a Power of Attorney which is incorporated herein by reference to Exhibit 24.1 to the Form 3 filed by Coliseum Capital Management, LLC on April 7, 2025.
Coliseum-related filers report shared dispositive power over 18,070,762 shares for CCM and 15,043,618 for CC. The filing lists these holdings and corresponding percentages tied to the disclosed outstanding share count.
How was the percent of class calculated for SONO ownership?
The percentages are calculated using 119,128,671 shares outstanding as of April 17, 2026. Each Reporting Person’s percent shown in the filing is computed against that exact outstanding share total.
Which entities are record owners of Sonos shares listed in the filing?
The filing states CCP is record owner of 12,923,136 shares, CCC IV is record owner of 2,120,482 shares, and a Separate Account is record owner of 3,027,144 shares, as disclosed in the ownership section.
Do Adam Gray and Christopher Shackelton have sole voting power in SONO?
No. The filing reports 0 shares of sole voting power for both individuals and shows they each have shared voting and dispositive power over 18,070,762 shares.
Does the filing state any planned sales or transfers of SONO shares?
The schedule reports current beneficial ownership and group classification but does not disclose any planned sales, transfers, or cash‑flow treatment for the reported shares.
