[Form 4] StubHub Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

StubHub Holdings, Inc. reported that investment entities associated with WestCap converted Series O Preferred Stock into Class A Common Stock. On March 17, 2026, WestCap Stub Holdco 2024, LLC and WestCap StubHub Opportunity Fund Preferred, LLC automatically converted 133,670 Series O Preferred shares into 6,256,893 Class A shares at $23.50 per share, 180 days after the issuer’s initial public offering. Following the conversion, the reporting persons indirectly hold 37,991,583 Class A Common shares. The filing notes that WestCap Management, LLC manages the entities and that Laurence A. Tosi may be deemed to have voting and investment control, while each reporting person disclaims beneficial ownership beyond any pecuniary interest.

Insider Trade Summary

133,670 shares exercised/converted

Mixed 2 txns

Insider WestCap Management, LLC, Tosi Laurence A, WestCap Stub Holdco 2024, LLC, WestCap StubHub Opportunity Fund Preferred, LLC

Role 10% Owner | 10% Owner | 10% Owner | 10% Owner

Type	Security	Shares	Price	Value
Conversion	Series O Preferred Stock, par value $0.001 per share	133,670	$0.00	--
Conversion	Class A Common Stock	6,256,893	$23.50	$147.04M

Holdings After Transaction: Series O Preferred Stock, par value $0.001 per share — 0 shares (Indirect, See footnotes); Class A Common Stock — 37,991,583 shares (Indirect, See footnotes)

Footnotes (1)

1. The securities reported on this line are held directly by WestCap Stub Holdco 2024, LLC ("WestCap Stub") and WestCap StubHub Opportunity Fund Preferred, LLC ("WestCap StubHub"). The securities reported on this line were held directly by WestCap StubHub. WestCap Management, LLC ("WestCap") is the managing member of WestCap Stub and WestCap StubHub. Laurence A. Tosi may be deemed to hold voting and investment control over the shares held by WestCap Stub and WestCap StubHub. Each Reporting Person expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, if any. The Series O Preferred Stock automatically converted into Class A Common Stock, par value $0.001 per share ("Class A Common Stock") on March 17, 2026, the date that is 180 days after the closing on September 18, 2025 of the issuer's initial public offering. The Series O Preferred Stock had no stated maturity.

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^*

WestCap Management, LLC

(Last) (First) (Middle)

590 PACIFIC AVENUE

(Street)

SAN FRANCISCO CALIFORNIA 94133

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
StubHub Holdings, Inc. [ STUB ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

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

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

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

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	03/17/2026		C		6,256,893	A	$23.5	37,991,583	I	See footnotes(1)(3)

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
Series O Preferred Stock, par value $0.001 per share	$23.5	03/17/2026		C			133,670	(4)	(5)	Class A Common Stock	6,256,893	$0	0	I	See footnotes(2)(3)

1. Name and Address of Reporting Person^*

WestCap Management, LLC

(Last) (First) (Middle)

590 PACIFIC AVENUE

(Street)

SAN FRANCISCO CALIFORNIA 94133

(City) (State) (Zip)

UNITED STATES

(Country)

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^*

Tosi Laurence A

(Last) (First) (Middle)

590 PACIFIC AVE.

(Street)

SAN FRANCISCO CALIFORNIA 94133

(City) (State) (Zip)

UNITED STATES

(Country)

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^*

WestCap Stub Holdco 2024, LLC

(Last) (First) (Middle)

590 PACIFIC AVENUE

(Street)

SAN FRANCISCO CALIFORNIA 94133

(City) (State) (Zip)

UNITED STATES

(Country)

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^*

WestCap StubHub Opportunity Fund Preferred, LLC

(Last) (First) (Middle)

590 PACIFIC AVE

(Street)

SAN FRANCISCO CALIFORNIA 94133

(City) (State) (Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer

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

Explanation of Responses:

1. The securities reported on this line are held directly by WestCap Stub Holdco 2024, LLC ("WestCap Stub") and WestCap StubHub Opportunity Fund Preferred, LLC ("WestCap StubHub").

2. The securities reported on this line were held directly by WestCap StubHub.

3. WestCap Management, LLC ("WestCap") is the managing member of WestCap Stub and WestCap StubHub. Laurence A. Tosi may be deemed to hold voting and investment control over the shares held by WestCap Stub and WestCap StubHub. Each Reporting Person expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, if any.

4. The Series O Preferred Stock automatically converted into Class A Common Stock, par value $0.001 per share ("Class A Common Stock") on March 17, 2026, the date that is 180 days after the closing on September 18, 2025 of the issuer's initial public offering.

5. The Series O Preferred Stock had no stated maturity.

	WestCap Management, LLC, By: Laurence A. Tosi, its Managing Member /s/ Laurence A. Tosi	03/19/2026
	Laurence A. Tosi /s/ Laurence A. Tosi	03/19/2026
	WestCap Stub Holdco 2024, LLC, By: WestCap Management, LLC, its Manager, By: Laurence A. Tosi, its Managing Member /s/ Laurence A. Tosi	03/19/2026
	WestCap StubHub Opportunity Fund Preferred, LLC, By: WestCap Management, LLC, its Manager, By: Laurence A. Tosi, its Managing Member /s/ Laurence A. Tosi	03/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did StubHub (STUB) report on March 17, 2026?

StubHub reported an automatic conversion of preferred stock into common stock. WestCap-affiliated entities converted 133,670 Series O Preferred shares into 6,256,893 Class A Common shares, reflecting a structural change in holdings rather than an open-market purchase or sale.

Which entities are involved in the StubHub (STUB) Form 4 transaction?

The transaction involves WestCap Stub Holdco 2024, LLC and WestCap StubHub Opportunity Fund Preferred, LLC. WestCap Management, LLC is their managing member, and Laurence A. Tosi may be deemed to have voting and investment control over shares held by these WestCap-affiliated entities.

How many StubHub (STUB) Class A shares are indirectly held after the conversion?

After the conversion, the reporting persons indirectly hold 37,991,583 StubHub Class A Common shares. This figure comes from the Form 4’s post-transaction ownership line, which reflects total indirect holdings following the preferred-to-common stock conversion event.

What happened to StubHub’s Series O Preferred Stock in this Form 4?

The Series O Preferred Stock automatically converted into Class A Common Stock. On March 17, 2026, 133,670 Series O Preferred shares were exchanged for 6,256,893 Class A shares at $23.50 per share, and the preferred position shown in the filing dropped to zero.

Was the StubHub (STUB) insider transaction an open-market buy or sell?

No, the transaction was a conversion, not an open-market trade. The Form 4 uses code C, describing a conversion of derivative securities into Class A Common Stock, so the event reflects a restructuring of equity rather than a discretionary purchase or sale.

What does the StubHub (STUB) Form 4 say about beneficial ownership?

The reporting persons state that WestCap Management, LLC manages the involved entities and that Laurence A. Tosi may have voting and investment control. However, each reporting person expressly disclaims beneficial ownership beyond any pecuniary interest described in the filing.