StubHub Holdings Inc.

01/21/2026 | Press release | Distributed by Public on 01/21/2026 10:40

Initial Statement of Beneficial Ownership (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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(Print or Type Responses)
1. Name and Address of Reporting Person *
WestCap Management, LLC
2. Date of Event Requiring Statement (Month/Day/Year)
01/16/2026
3. Issuer Name and Ticker or Trading Symbol
StubHub Holdings, Inc. [STUB]
(Last) (First) (Middle)
590 PACIFIC AVENUE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)
SAN FRANCISCO, CA 94133
6. Individual or Joint/Group Filing (Check Applicable Line)
___ Form filed by One Reporting Person
_X_ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Beneficially Owned
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)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 of Derivative Security: 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)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
WestCap Management, LLC
590 PACIFIC AVENUE
SAN FRANCISCO, CA 94133
X
Tosi Laurence A
590 PACIFIC AVE.
SAN FRANCISCO, CA 94133
X
WestCap Stub Holdco 2024, LLC
590 PACIFIC AVENUE
SAN FRANCISCO, CA 94133
See Remarks
WestCap StubHub Opportunity Fund Preferred, LLC
590 PACIFIC AVE
SAN FRANCISCO, CA 94133
See Remarks

Signatures

WestCap Management, LLC, By: Laurence A. Tosi, its Managing Member /s/ Laurence A. Tosi 01/21/2026
**Signature of Reporting Person Date
/s/ Laurence A. Tosi, Laurence A. Tosi 01/21/2026
**Signature of Reporting Person Date
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
**Signature of Reporting Person Date
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

Explanation of Responses:

* 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).
(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.
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StubHub Holdings Inc. published this content on January 21, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on January 21, 2026 at 16:40 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]