WeShop Holdings Ltd ownership update: John Robert Foley reports 950,000 Class A ordinary shares issuable upon exercise of options. The filing states this represents 7.62% calculated using 11,513,073 Class A shares outstanding as of June 19, 2026. The statement disclaims beneficial ownership of separate holdings held by Max Capital Limited and describes shared voting/dispositive power over 1,003,938 shares held by FFIH Limited.
Positive
None.
Negative
None.
Insights
Schedule 13G discloses option-based potential ownership and related entity holdings.
The filing reports 950,000 Class A shares issuable upon exercise of options held by John Robert Foley and states the calculated 7.62% figure based on 11,513,073 outstanding as of June 19, 2026. It separately lists 1,003,938 shares tied to FFIH Limited and 773,822 shares tied to Max Capital Limited.
Control attributes are explicit: the Reporting Person shares voting and dispositive power over the FFIH position but disclaims control of Max Capital's holdings. Subsequent filings may clarify whether options are exercised or any changes to beneficial ownership.
Key Figures
Options issuable:950,000 sharesCalculated ownership:7.62%Shares outstanding:11,513,073 shares+2 more
5 metrics
Options issuable950,000 sharesissuable upon exercise of options held by Reporting Person
Calculated ownership7.62%percentage including 950,000 option shares
Shares outstanding11,513,073 sharesClass A ordinary shares outstanding as of June 19, 2026
FFIH Limited holdings1,003,938 sharesshares held by FFIH Limited (shared voting/dispositive power noted)
Max Capital holdings773,822 sharesshares held by Max Capital Limited (Reporting Person disclaims beneficial ownership)
Key Terms
beneficially owned, dispositive power, Schedule 13G, power of attorney
4 terms
beneficially ownedregulatory
"Represents 950,000 Class A ordinary shares issuable upon exercise of options"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.
dispositive powerregulatory
"Sole Dispositive Power 950,000.00"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
Schedule 13Gregulatory
"Item 1. (a) Name of issuer: WeShop Holdings Ltd"
A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.
power of attorneylegal
"Exhibit 99.1 Power of Attorney (incorporated by reference)"
A power of attorney is a legal document that allows one person to make decisions and act on behalf of another person, often in financial or legal matters. It’s like giving someone a trusted helper or agent the authority to handle important tasks if you are unable to do so yourself. This matters to investors because it can impact how their assets are managed or transferred if they become unable to oversee their affairs.
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
WeShop Holdings Ltd
(Name of Issuer)
Class A ordinary shares, no par value
(Title of Class of Securities)
G1472N125
(CUSIP Number)
12/31/2025
(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):
G1472N125
1
Names of Reporting Persons
John Robert Foley
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 KINGDOM
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
950,000.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
950,000.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
950,000.00
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)
7.62 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: Represents 950,000 Class A ordinary shares issuable upon exercise of options held by the Reporting Person.
The reported percentage is calculated based on 11,513,073 Class A ordinary shares outstanding as of June 19, 2026, based on information provided by the Issuer, and as increased by 950,000 Class A ordinary shares issuable in respect of options held by the Reporting Person.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
WeShop Holdings Ltd
(b)
Address of issuer's principal executive offices:
Hawk House, 22 The Esplanade, Jersey, Y9, JE1 1HH
Item 2.
(a)
Name of person filing:
This Statement is being filed by John Robert Foley, referred to herein as the "Reporting Person."
(b)
Address or principal business office or, if none, residence:
Hawk House, 22 The Esplanade, St Helier, Jersey, JE1 1HH
(c)
Citizenship:
See response to row 4 on the cover page.
(d)
Title of class of securities:
Class A ordinary shares, no par value
(e)
CUSIP Number(s):
G1472N125
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:
See response to row 9 on the cover page.
The reported securities represent 950,000 Class A ordinary shares issuable upon exercise of options held by the Reporting Person.
The reported securities do not include 1,003,938 Class A ordinary shares held by FFIH Limited or 773,822 Class A ordinary shares held by Max Capital Limited, each of which were separately reported on a Schedule 13G filed on June 12, 2026 (the "Separate 13G"). Although a member of Max Capital Limited, the Reporting Person does not have the power to direct voting or dispositive decisions and so disclaims beneficial ownership of the securities held by Max Capital Limited. The Reporting Person and his spouse share voting and dispositive power over the shares held by FFIH Limited, and, as such, may be deemed to beneficially own the securities previously reported on the Separate 13G.
The filing of this Statement shall not be deemed an admission of beneficial ownership by the Reporting Person for purposes of Section 13(d) or 13(g) or for any other purpose.
(b)
Percent of class:
See response to row 11 on the cover page.
The reported percentage is calculated based on 11,513,073 Class A ordinary shares outstanding as of June 19, 2026, based on information provided by the Issuer, and as increased by 950,000 Class A ordinary shares issuable in respect of options held by the Reporting Person.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
See response to row 5 on the cover page.
(ii) Shared power to vote or to direct the vote:
See response to row 6 on the cover page.
(iii) Sole power to dispose or to direct the disposition of:
See response to row 7 on the cover page.
(iv) Shared power to dispose or to direct the disposition of:
See response to row 8 on the cover page.
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.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
Not Applicable
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.
John Robert Foley
Signature:
/s/ Johnny Hickling
Name/Title:
Johnny Hickling, as attorney-in-fact
Date:
06/23/2026
Comments accompanying signature: Exhibit 99.1 Power of Attorney (incorporated by reference to Exhibit 24 to the Form 3 filed by the Reporting Person on June 11, 2026)
What did WeShop (WSHP) filing disclose about John Robert Foley's holdings?
The filing discloses 950,000 Class A shares issuable upon exercise of options held by John Robert Foley, representing 7.62% using 11,513,073 shares outstanding as of June 19, 2026.
Does John Robert Foley beneficially own other WeShop shares via entities?
The filing states Foley may be deemed to beneficially own 1,003,938 shares held by FFIH Limited through shared voting/dispositive power, but he disclaims beneficial ownership of 773,822 shares held by Max Capital Limited.
How was the 7.62% ownership percentage calculated?
The percentage is calculated using 11,513,073 Class A shares outstanding as of June 19, 2026, increased by the 950,000 option-issuable shares held by the Reporting Person.
Are the reported securities already outstanding or only issuable upon exercise?
The filing specifies the 950,000 shares are issuable upon exercise of options held by the Reporting Person, not currently outstanding in his name.
Who signed the Schedule 13G and under what authority?
The filing is signed by an attorney-in-fact, Johnny Hickling, dated 06/23/2026, referencing an Exhibit power of attorney incorporated by reference to a prior Form 3.
