0001140361-22-047254.txt : 20221228
0001140361-22-047254.hdr.sgml : 20221228
20221228193007
ACCESSION NUMBER: 0001140361-22-047254
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221223
FILED AS OF DATE: 20221228
DATE AS OF CHANGE: 20221228
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Caring Richard
CENTRAL INDEX KEY: 0001871934
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40605
FILM NUMBER: 221496083
MAIL ADDRESS:
STREET 1: 515 W. 20TH STREET
CITY: NEW YORK
STATE: DC
ZIP: 10011
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Membership Collective Group Inc.
CENTRAL INDEX KEY: 0001846510
STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 515 W. 20TH STREET
STREET 2: 5TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10011
BUSINESS PHONE: (212) 627-9800
MAIL ADDRESS:
STREET 1: 515 W. 20TH STREET
STREET 2: 5TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10011
4
1
form4.xml
X0306
4
2022-12-23
0001846510
Membership Collective Group Inc.
MCG
0001871934
Caring Richard
C/O MEMBERSHIP COLLECTIVE GROUP INC.
515 W. 20TH STREET
NEW YORK
NY
10011
true
true
true
See Remarks
Class A Common Stock
2022-12-23
4
P
0
200000
3.5998
A
350021
D
The transaction was executed in multiple trades in prices ranging from $3.575 to $3.60, inclusive. The price reported in Column 4 above reflects the weighted average purchase price. The reporting person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares purchased at each respective price within the ranges set forth in footnote 1 of this Form 4.
Each of Nick Jones, Richard Caring, Ron Burkle and The Yucaipa Companies, LLC (and, in each case, certain affiliates and family members) have agreed to vote together as a group with respect to certain matters (the "Voting Group") pursuant to the provisions of a Stockholders' Agreement between each member of the Voting Group and the Issuer, so long as the Voting Group owns a requisite percentage of the Issuer's total outstanding common stock. The Voting Group holds all of the Issuer's issued and outstanding Class B Common Stock and, as a result, when voting together as a group, controls over 90% of the combined voting power of the Issuer and is able to control any action requiring Issuer shareholder approval.
/s/ Benedict Nwaeke, attorney-in-fact for Richard A. Caring
2022-12-28