WW International Inc SEC Filings

WW International filed a Form S-8 to register 1,000,000 shares of common stock for issuance under the WW International, Inc. 2025 Stock Incentive Plan.

The filing incorporates by reference the company’s Form 10-K for the year ended December 28, 2024, its 2025 quarterly 10-Qs, and specified 8-Ks. It outlines Virginia-law indemnification and director/officer insurance, and includes exhibits such as the plan document, legal opinion, auditor consent, and organizational documents.

WW International (WW) filed its Q3 2025 10‑Q, the first full quarter after emerging from Chapter 11 on June 24, 2025 with fresh start accounting. Revenue was $172.1 million (subscription $170.9 million), down from $192.9 million a year ago. Gross profit was $124.1 million. Operating income improved to $8.0 million versus a prior‑year operating loss driven by one‑time impairments.

The company reported a net loss of $57.5 million, largely reflecting $12.1 million of interest expense and a $53.2 million tax provision. Basic and diluted loss per share were $5.76 on 9,987 weighted average shares.

The balance sheet was reset post‑reorganization: cash and cash equivalents were $170.1 million, long‑term debt was $465.5 million under a new five‑year term loan maturing in 2030, and total equity was $323.0 million versus a prior equity deficit. The credit agreement contemplates annual excess‑cash prepayments above $100 million measured late in Q1. Management concluded available cash and operating cash flows are expected to meet needs for at least 12 months. WW also moved to a calendar fiscal year and adopted updated accounting policies consistent with fresh start accounting.

WW International furnished an 8-K announcing financial results for the fiscal quarter ended September 30, 2025. The company issued a press release and a Shareholder Letter, provided as Exhibits 99.1 and 99.2.

The information in Item 2.02 is being furnished and is not deemed “filed” under the Exchange Act, and will be incorporated by reference only if specifically stated in a future filing.

WW International (WW) reported an initial Statement of Beneficial Ownership on Form 3 for Helene Causse, the company’s Chief Technology Officer. The filing states that no securities are beneficially owned.

The date of the event requiring the statement is 10/13/2025. The form was signed by /s/ Ashley Chaffin as attorney-in-fact, with a reference to an attached Exhibit 24 Limited Power of Attorney.

Nicole Haag, an officer serving as Corporate Controller and Principal Accounting Officer at WW International, Inc. (WW), reported the sale of 469 shares of WW common stock on 08/18/2025. The sale generated a weighted-average price of $30.8633, with individual trade prices ranging from $30.8507 to $30.96. Following the reported transaction the filing shows 0 shares beneficially owned by the reporting person. The Form 4 was submitted via attorney-in-fact on 08/20/2025. The filer notes the weighted-average price and offers to provide details of the per-trade quantities on request.

Arini Capital Management and affiliated entities report ownership of 278,890 Class A ordinary shares of WW International, Inc., representing 2.79% of the 10,000,000 shares used as the calculation base. The filing, submitted on behalf of Arini Capital Management Limited, Arini Capital Management US LLC, Arini Credit Master Fund Limited, Arini Capital Management Holdings (Jersey) Limited, Squarepoint Diversified Partners Fund 7 Limited and Hamza M. Lemssouguer, shows shared voting and dispositive power over the reported shares and no sole voting or dispositive power.

The filing states these holdings are managed across multiple accounts with ACM as investment manager and ACM US as sub-advisor, and discloses ownership relationships among ACM, ACMH and Mr. Lemssouguer. The statement affirms the securities were not acquired to change control of the issuer.

WW International received a Schedule 13G from Millennium Management LLC, Millennium Group Management LLC and Israel A. Englander reporting beneficial ownership of 437,594 shares of WW common stock, equal to 4.4% of the class. The filing discloses that the reporting persons briefly exceeded 5% of outstanding common stock on August 4, 2025 but by the date of this filing their ownership had fallen below the 5% threshold. The reporting pages show sole voting and dispositive power of 0 and shared voting and dispositive power of 437,594 for each reporting person, indicating shared control over the disclosed shares. The filing is a joint submission and includes a Joint Filing Agreement dated August 8, 2025, with signatures from Gil Raviv on behalf of the entities and from Israel A. Englander.

WW International emerged from a Chapter 11 prepackaged reorganization and applied fresh start accounting, which resets historical comparability. Management allocated a reorganization value of $1,023,549 to the Successor, implied a total equity value of $378,533, and recorded a reorganization gain of $1,143,918 in the Predecessor period.

The company replaced prior first‑lien facilities with a new term loan of $465,000 maturing in 2030 and issued Successor common stock such that holders of prepetition first‑lien claims received a pro rata share of 91% of Successor equity. As of the Successor period end, total assets were $1,033,118, cash and cash equivalents were $152,379 (plus $33,048 restricted cash), long‑term debt, net was $465,518, and total equity was $380,969. Revenues in the short Successor reporting period were $12.2M with net income of $1.3M, and management concluded the Successor has sufficient liquidity for at least 12 months following emergence.

WW International furnished a press release and a shareholder letter announcing financial results for its fiscal quarter ended June 30, 2025. The filing lists those materials as Exhibits 99.1 and 99.2 and the cover page in Inline XBRL as Exhibit 104. The company states the materials are being furnished, not "filed," and says they will not be incorporated by reference into registration statements except by specific reference.