Sec Form 4 Filing - Allen Thomas Glassbrooke @ Soho House & Co Inc. - 2023-08-31

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Allen Thomas Glassbrooke 2. Issuer Name and Ticker or Trading Symbol Soho House & Co Inc. [ SHCO] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) C/O SOHO HOUSE & CO INC., 515 W. 20TH STREET 3. Date of Earliest Transaction (MM/DD/YY) 08/31/2023 (Street) NEW YORK, NY10011 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 08/31/2023 M 53,850 A 53,850 ( 3 ) D Class A Common Stock 08/31/2023 S 22,260 ( 1 ) D $ 6.7455 31,590 D Class A Common Stock 09/01/2023 S 453 ( 1 ) D $ 6.7355 31,137 D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Restricted Stock Units ( 2 ) 08/31/2023 M 53,850 ( 4 ) ( 4 ) Class A Common Stock 53,850 $ 0 107,700 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Allen Thomas Glassbrooke C/O SOHO HOUSE & CO INC. 515 W. 20TH STREET NEW YORK, NY10011 Chief Financial Officer Signatures /s/ Louis Redman, attorney-in-fact for Thomas Allen 09/05/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )REPRESENTS SHARES AUTOMATICALLY SOLD TO SOLELY SATISFY TAX OBLIGATIONS TRIGGERED BY THE VESTING OF PREVIOUSLY GRANTED RESTRICTED STOCK UNITS ("RSUs") WITH THE REMAINING VESTED SHARES CONTINUING TO BE HELD BY THE HOLDER. THESE SALES INVOLVED NO DISCRETION BY THE REPORTING PERSON. ( 2 )Each RSU represents the contingent right to receive one share of Class A common stock. ( 3 )The Reporting Person previously reported RSUs in Table I, aggregated with shares of Class A common stock, until the Form 4 filed on August 25, 2023, which reports RSUs in Table II. As such, the total number of shares of Class A common stock reported in Table I as beneficially owned by the Reporting Person has been reduced by the total number of RSUs beneficially owned by the Reporting Person that were moved from Table I to Table II in the Form 4 filed on August 25, 2023. ( 4 )These RSUs vest in three equal annual installments on each of the first through third anniversaries of the August 31, 2022 grant date, subject to the recipient's continued employment.

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).

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