Soho House & Co Inc. — Director's Dealing 2021

Jul 15, 2021

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Membership Collective Group Inc. (MCG)
CIK: 0001846510
Period of Report: 2021-07-14

Reporting Person: Caring Richard (10% Owner, See Remarks)

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Ordinary Shares of Soho House Holdings Limited	$		Class B Common Stock (41128251)		Direct

Footnotes

F1: In connection with the Issuer's initial public offering ("IPO"), these ordinary shares of Soho House Holdings Limited will be exchanged for shares of Class B common stock of the Issuer at a ratio of approximately 0.75 shares of Class B common stock for each equity interest in Soho House Holdings Limited.

F2: Each holder of the Issuer's shares of Class B common stock will have the right to convert its shares of Class B common stock for shares of Class A common stock on a one-for-one basis, at any time after consummation of the IPO, upon notice to the Issuer. Additionally, shares of Class B common stock will automatically convert into shares of Class A common stock, on a one-for-one basis, upon transfer to any non-permitted holder of Class B common stock.