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5%+ stakes · Schedule 13D and 13G

Soho House & Co Inc.: 5%+ holders

Who has reported owning 5% or more of Soho House & Co Inc., from Schedule 13D and 13G filings: each holder's stake as filed, the timeline, and the purpose each 13D states, quoted.

At 5% or more4
Filings9
Latest filing2026-02-05

Soho House & Co Inc. has 9 Schedule 13D or 13G filings on record since 2025-08-18. 4 holders' latest filing reports 5% or more of class a common stock, par value $0.01 per share. Each figure below is the holder's own, as filed, with the filing linked.

Holders

HolderPercentSharesLatestEvent date
Yucaipa American Alliance Fund Ii LP52.2%46,899,423SCHEDULE 13D/A, 2026-02-022026-01-29
The Goldman Sachs Group, Inc.31.4%13,859,953SCHEDULE 13D/A, 2026-02-022026-01-29
Morse Richard Tyler6%11,111,111SCHEDULE 13D, 2026-02-032026-01-29
Gjorgi Popstefanov6%11,111,111SCHEDULE 13D, 2026-02-052026-01-29
Third Point LLC0%0SCHEDULE 13D/A, 2025-08-202025-08-18

Purpose of Transaction (Item 4)

Yucaipa American Alliance Fund Ii LP

Item 4 of the Schedule 13D is hereby amended and supplemented as follows: On January 29, 2026, pursuant to the terms of the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer surviving the Merger. As a result of the Merger, the Issuer became a privately held company owned by the Reinvestment Stockholders and the Equity Investors (each as defined herein). In connection with the closing of the Merger (the "Closing"), the Issuer notified the New York Stock Exchange (the "NYSE") of its intent to remove the Class A Common Stock from listing on the NYSE, and intends to file with the SEC a certification and notice on Form 15 with respect to the Class A Common Stock after the delisting and deregistration under Section 12(b) of the Act becomes effective. Once the Form 15 becomes effective, the Reporting Persons' reporting obligations with respect to the Class A Common Stock under Section 13(d) of the Act will cease. In connection with the consummation of the Merger, effective immediately following the effective time of the Merger (the "Effective Time"), Mr. Jones ceased to serve as a member of the Issuer's board of directors. Voting Agreement Concurrently with the Closing, the Issuer entered into a voting agreement (the "Voting Agreement") with its post-Closing stockholders, consisting of (1) certain equity investors (the "Equity Investors") that purchased shares of Merger Sub's common stock, par value $0.01 per share, at or prior to the …The first part of Item 4 of the SCHEDULE 13D/A filed 2026-02-02; the filing has the rest

The Goldman Sachs Group, Inc.

Item 4 of Schedule 13D is hereby supplemented as follows: GS Rollover Letter On January 29, 2026, BSPI and the GS Funds (individually a "GS Entity" and collectively, the "GS Entities") and the Issuer entered into a letter agreement with respect to the GS Rollover Side Letter and amended the GS Rollover Amendment (the "GS Rollover Letter"). Pursuant to the letter, of the 15,526,619 shares of Class A Common Stock owned by the GS Entities in the aggregate, it was agreed that 13,859,953 shares of Class A Common Stock were designated as Rollover Shares. The GS Rollover Letter also makes certain amendments to the GS Rollover Amendment, which are included as Exhibit 9 hereto and incorporated by reference herein. Merger As previously disclosed by the Issuer in its Form 8-K filed with the SEC on January 29, 2026, the Issuer consummated the Merger on January 29, 2026, as contemplated by the Merger Agreement. None of the Reporting Persons are parties to the Merger Agreement. As a result of the Merger, the Issuer became a privately held company. Pursuant to the Merger Agreement, at the effective time of the Merger all of the shares of Class A Common Stock beneficially owned by the Reporting Persons, except for the Rollover Shares, were canceled and extinguished and automatically converted into the right to receive cash in an amount equal to $9.00 per share, without interest thereon, from the Issuer (the "Per Share Price"). The Rollover Shares beneficially owned by the Reporting …The first part of Item 4 of the SCHEDULE 13D/A filed 2026-02-02; the filing has the rest

Morse Richard Tyler

On August 15, 2025 M4 entered into an Equity Commitment Letter, and on January 13, 2026, DR Soho and MCR Soho likewise entered into Equity Commitment Letters with Soho House & Co. Inc. in connection with that certain Agreement and Plan of Merger, dated as of August 15, 2025 ("Merger Agreement") by and among EH MergerSub, Inc., Soho House & Co Inc., and EH Parent LLC, pursuant to which EH MergerSub, Inc. agreed to merge with and into Soho House & Co Inc. (the "Merger"), with Soho House & Co Inc. surviving the merger, terminating the registration of the Common Stock pursuant to Section 12 of the Securities Exchange Act of 1934 (the "Exchange Act") and delisting the Common Stock from all securities exchanges. Additionally, on January 29, 2026 and in connection with the Merger, each of M4, DR Soho and MCR Soho, along with a number of other investors, entered into a Voting Agreement with Soho House & Co Inc., pursuant to which various rights and obligations are set forth regarding the governance of Soho House & Co Inc. The Voting Agreement governs the voting rights of each class of shares of the Issuer over governance issues, the composition of the board of directors and process for elections, and outlines various preemptive rights granted to each party to the agreement. The Voting Agreement applies to each party for so long as they remain a shareholder of the Issuer, or until the dissolution of the Issuer. Following the transaction, Mr. Morse has been appointed as a …The first part of Item 4 of the SCHEDULE 13D filed 2026-02-03; the filing has the rest

Gjorgi Popstefanov

The Reporting Persons acquired the securities described in Item 3 above for investment purposes. Consistent with the investment purposes noted above, and subject to the limitations set forth in the Voting Agreement (as defined below), the Reporting Persons may engage in communications with, without limitation, management of the Issuer, one or more members of the board of directors of the Issuer (the "Board"), other shareholders of the Issuer and other relevant parties, and may make suggestions, concerning the business, assets, capitalization, financial condition, operations, governance, management, prospects, strategy, strategic transactions, financing strategies and alternatives, and future plans of the Issuer, and such other matters as the Reporting Persons may deem relevant to their investment in the Issuer, which communications may include proposing or considering one or more of the actions described in subsections (a) through (j) of Item 4 of Schedule 13D under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Pursuant to the Voting Agreement, Solutions has the right to appoint one member of the Board. Solutions designated Popstefanov to become a member of the Board effective as of the closing of the Merger (the "Closing"). The Reporting Persons intend to review their investment in the Issuer on an ongoing basis. Depending on various factors (including, without limitation, the Issuer's financial position and strategic direction, actions taken by …The first part of Item 4 of the SCHEDULE 13D filed 2026-02-05; the filing has the rest

Timeline

FiledHolderPercentFiling
2025-08-18Yucaipa American Alliance Fund Ii LP49.3%SCHEDULE 13D
2025-08-19The Goldman Sachs Group, Inc.29.4%SCHEDULE 13D/A
2025-08-20Third Point LLC0%SCHEDULE 13D/A
2026-01-16Yucaipa American Alliance Fund Ii LP49.2%SCHEDULE 13D/A
2026-01-16The Goldman Sachs Group, Inc.29.1%SCHEDULE 13D/A
2026-02-02Yucaipa American Alliance Fund Ii LP52.2%SCHEDULE 13D/A
2026-02-02The Goldman Sachs Group, Inc.31.4%SCHEDULE 13D/A
2026-02-03Morse Richard Tyler6%SCHEDULE 13D
2026-02-05Gjorgi Popstefanov6%SCHEDULE 13D

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Where this comes from

Anyone who comes to own more than 5% of a class of a listed company's voting shares has to tell the SEC. A holder who may seek to change or influence the company files Schedule 13D, and has to say in Item 4, "Purpose of Transaction", what it intends to do. A holder with no such intent, such as many index and passive funds, may file the shorter Schedule 13G. Both are amended when the stake changes, including when it falls below 5%.

Every row here is one of those filings, linked to the filing itself. Percentages and share counts are exactly as the holder filed them, for the holder the filing names; an amendment showing a lower figure is shown as filed. Item 4 text is quoted word for word. Where a 13D's Item 4 contains a sentence stating a definite intent to influence the company, that sentence is marked and quoted; the page does not describe the holder or its motives beyond the words it filed. Nothing here is investment advice.

Cite this page

Permanent URL: https://mentionfox.com/stakes/soho-house-and-co
Last updated 2026-09-27
Primary record: SEC filing 1 · SEC filing 2 · SEC filing 3 · SEC filing 4
Soho House & Co Inc. 5%+ holders: 4 at 5% or more, largest Yucaipa American Alliance Fund Ii LP 52.2%. MentionFox, 2026-09-27. https://mentionfox.com/stakes/soho-house-and-co