Amendment: SEC Form SCHEDULE 13D/A filed by Soho House & Co Inc.
$SHCO
Hotels/Resorts
Consumer Discretionary
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
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Soho House & Co Inc. (Name of Issuer) |
Class A Common Stock, par value $0.01 per share (Title of Class of Securities) |
586001109 (CUSIP Number) |
Jana Tsilman, Third Point LLC 55 Hudson Yards, New York, NY, 10001 212-715-3880 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
08/18/2025 (Date of Event Which Requires Filing of This Statement) |
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
SCHEDULE 13D
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| CUSIP No. | 586001109 |
| 1 |
Name of reporting person
Third Point LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
DELAWARE
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
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| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
0.00 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
OO |
SCHEDULE 13D
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| CUSIP No. | 586001109 |
| 1 |
Name of reporting person
Daniel S. Loeb | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
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| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
AF | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
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| 6 | Citizenship or place of organization
UNITED STATES
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
0.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
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| 13 | Percent of class represented by amount in Row (11)
0.00 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| Item 1. | Security and Issuer | |
| (a) | Title of Class of Securities:
Class A Common Stock, par value $0.01 per share | |
| (b) | Name of Issuer:
Soho House & Co Inc. | |
| (c) | Address of Issuer's Principal Executive Offices:
180 Strand, London,
UNITED KINGDOM
, WC2R 1EA. | |
Item 1 Comment:
The following constitutes Amendment No. 1 to the Schedule 13D filed by the undersigned on January 29, 2025 (collectively, this "Schedule 13D") relating to the shares of Class A Common Stock, par value $0.01 per share ("Common Stock") of Soho House & Co Inc. (the "Issuer"). | ||
| Item 5. | Interest in Securities of the Issuer | |
| (a) | Item 5 is hereby amended and restated in its entirety as follows: As of August 15, 2025, the aggregate number of shares of Common Stock beneficially owned by the Reporting Persons was 5,171,676 shares, representing 9.65% of the 53,604,734 issued and outstanding shares of Common Stock of the Issuer as of August 5, 2025 (as disclosed in the Issuer's most recent quarterly report on Form 10-Q filed on August 8, 2025). On August 18, 2025, the Reporting Persons sold all of their shares of Common Stock. Set forth on Schedule A hereto are all transactions in the shares of Common Stock effected during the past sixty days by the Reporting Persons, inclusive of any transactions effected through 4:00 p.m., New York City time, on August 20, 2025. As of the date of this Schedule 13D, the Reporting Persons beneficially own no shares of Common Stock, representing 0.00% of the issued and outstanding shares of Common Stock. As of the date of this filing, the Reporting Persons have no powers to vote, or to direct the vote of, or to dispose or to direct the disposition of, shares of Common Stock. | |
| (b) | Item 5(a) of this Schedule 13D is incorporated by reference into this Item 5(b). | |
| (c) | Item 5(b) of this Schedule 13D is incorporated by reference into this Item 5(c). | |
| (d) | Not applicable. | |
| (e) | As of August 18, 2025, the Reporting Persons ceased to be the beneficial owner of more than five percent of Common Stock. | |
| Item 7. | Material to be Filed as Exhibits. | |
99.1 Schedule A | ||
| 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.
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