Sonos, Inc.
614 Chapala Street
Santa Barbara, California 93101
July 30, 2018
VIA EDGAR
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, DC 20549
| Attention: |
Larry Spirgel, Assistant Director Paul Fischer, Staff Attorney Terry French, Accounting Branch Chief Claire Delabar, Staff Accountant | |
| Re: |
Sonos, Inc. Registration Statement on Form S-1 (File No. 333-226076) originally filed July 6, 2018, as amended, and corresponding Registration Statement on Form 8-A (File No. 001-38603) filed July 23, 2018 | |
Requested Date: August 1, 2018
Requested Time: 4:00 p.m. Eastern Time
Ladies and Gentlemen:
Sonos, Inc. (the “Registrant”) hereby requests that the Securities and Exchange Commission take appropriate action to declare the above-captioned Registration Statements on Form S-1 and Form 8-A effective at the “Requested Date” and “Requested Time” set forth above or as soon thereafter as practicable.
The Registrant hereby authorizes Jeffrey R. Vetter or William L. Hughes, both of whom are attorneys with the Registrant’s outside legal counsel, Fenwick & West LLP, to orally modify or withdraw this request for acceleration.
The Registrant requests that it be notified of such effectiveness by a telephone call to Mr. Vetter at (650) 335-7631 or, in his absence, Mr. Hughes at (415) 875-2479.
* * * * *
| Sincerely, | ||
| SONOS, INC. | ||
| By: | /s/ Craig A. Shelburne | |
| Craig A. Shelburne | ||
| Chief Legal Officer and Corporate Secretary | ||
| cc: | Michael Giannetto, Chief Financial Officer |
| Craig | A. Shelburne, Chief Legal Officer and Corporate Secretary |
| Sonos, | Inc. |
| Jeffrey | R. Vetter, Esq. |
| William | L. Hughes, Esq. |
| Niki | Fang, Esq. |
| Fenwick | & West LLP |
[Signature Page to Company Acceleration Request Letter]