Sec Form 4 Filing - Fritts Lauren @ WeWork Inc. - 2021-10-20

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Fritts Lauren
2. Issuer Name and Ticker or Trading Symbol
WeWork Inc. [ WE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Communications Officer
(Last) (First) (Middle)
575 LEXINGTON AVE, 12TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
10/20/2021
(Street)
NEW YORK, NY10022
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/20/2021 A 21,480 ( 2 ) A 21,480 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $ 4.99 10/20/2021 A 797 ( 4 ) 01/12/2028 Common Stock 797 ( 3 ) 797 D
Stock Option (right to buy) $ 4.99 10/20/2021 A 1,251 ( 5 ) 03/29/2029 Common Stock 1,251 ( 3 ) 1,251 D
Stock Option (right to buy) $ 2.52 10/20/2021 A 82,619 ( 6 ) 08/03/2030 Common Stock 82,619 ( 3 ) 82,619 D
Stock Option (right to buy) $ 2.55 10/20/2021 A 19,828 ( 7 ) 02/10/2030 Common Stock 19,828 ( 3 ) 19,828 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Fritts Lauren
575 LEXINGTON AVE, 12TH FLOOR
NEW YORK, NY10022
Chief Communications Officer
Signatures
/s/ Lauren Fritts, by Jared DeMatteis as Attorney-in-Fact 10/22/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On October 20, 2021, (i) BowX Acquisition Corp. ("BowX") consummated a business combination (the "Business Combination") by and among BowX, BowX Merger Subsidiary Corp., a Delaware corporation ("Merger Sub"), BowX Merger Subsidiary II, LLC, a Delaware limited liability company ("Merger Sub II") and WeWork Inc., a Delaware corporation ("Legacy WeWork"), (ii) BowX changed its name to "WeWork Inc." and (iii) Merger Sub merged with and into Legacy WeWork (the "First Merger") and the surviving corporation of the First Merger merged with and into Merger Sub II. As part of the Business Combination, each Legacy WeWork RSU was exchanged for 0.82619 RSUs of WeWork Inc.
( 2 )One third of the RSUs will vest on each of February 1, 2022, February 1, 2023 and February 1, 2024.
( 3 )As part of the Business Combination, each Legacy WeWork stock option was exchanged for a stock option to acquire 0.82619 shares of common stock of WeWork Inc.
( 4 )20% of the option vested and became exercisable on July 24, 2018, after which 1/60 of the option vests on the 24th of each month through July 24, 2022.
( 5 )The first 10% of the option is fully vested and exercisable. An additional 15% of the option will vest on each of March 16, 2022, March 16, 2023, March 16, 2024 and March 16, 2025. The final 30% of the option will vest on March 16, 2026.
( 6 )One third of the option vested and became exercisable on August 3, 2021, after which 1/12 of the option vests on each November 3, February 3, May 3 and August 3 through August 3, 2023.
( 7 )One third of the option vested and became exercisable on January 15, 2021, after which 1/12 of the option vests on each April 15, July 15, October 15 and January 15 through January 15, 2023.

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