New insider Westcap Management, Llc claimed ownership of 31,734,690 shares (SEC Form 3)
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 01/16/2026 |
3. Issuer Name and Ticker or Trading Symbol
StubHub Holdings, Inc. [ STUB ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Class A Common Stock | 31,734,690 | I | See footnotes(1)(3) |
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Series O Preferred Stock, par value $0.001 per share | (4) | (5) | Class A Common Stock | (4) | (4) | I | See footnotes(2)(3) |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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| Explanation of Responses: |
| 1. The securities reported on this line are held directly by WestCap Stub Holdco 2024, LLC ("WestCap Stub"). |
| 2. The securities reported on this line are held directly by WestCap StubHub Opportunity Fund Preferred, LLC ("WestCap StubHub"). |
| 3. WestCap Management, LLC ("WestCap") is the managing member of WestCap Stub and WestCap StubHub. Laurence A. Tosi may be deemed to hold voting and investment control over the shares held by WestCap Stub and WestCap StubHub. Each Reporting Person expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein, if any. |
| 4. WestCap StubHub holds 133,670 shares of Series O Preferred Stock. The Series O Preferred Stock shall automatically convert into 6,256,893 shares of Class A Common Stock on March 17, 2026, the date that is 180 days after the closing on September 18, 2025 of the issuer's initial public offering, at a price equal to $23.50, the initial public offering price. |
| 5. The Series O Preferred Stock has no stated maturity. |
| Remarks: |
| WestCap Stub holds the shares of Class A Common Stock reported herein. WestCap StubHub holds the shares of Series O Preferred Stock reported herein. |
| WestCap Management, LLC, By: Laurence A. Tosi, its Managing Member /s/ Laurence A. Tosi | 01/21/2026 | |
| /s/ Laurence A. Tosi, Laurence A. Tosi | 01/21/2026 | |
| WestCap Stub Holdco 2024, LLC, By: WestCap Management, LLC, its Manager, By: Laurence A. Tosi, its Managing Member, /s/ Laurence A. Tosi | 01/21/2026 | |
| WestCap StubHub Opportunity Fund Preferred, LLC, By: WestCap Management, LLC, its Manager, By: Laurence A. Tosi, its Managing Member, /s/ Laurence A. Tosi | 01/21/2026 | |
| ** Signature of Reporting Person | Date | |
| 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 5 (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). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||