WeightWatchers Exec's 43,880 Shares Convert to Just 470 in Chapter 11 Restructuring
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
WW International's Corporate Controller Nicole Haag reported significant insider transactions following the company's emergence from Chapter 11 bankruptcy on June 24, 2025. The transactions reflect the implementation of the company's reorganization plan, which was confirmed by the Delaware Bankruptcy Court on June 17, 2025.
Key transaction details:
- Multiple Restricted Stock Units (RSUs) totaling 49,864 shares were fully vested and converted to common stock
- 17,978 shares were withheld for tax obligations at $0.307 per share
- All outstanding old common stock was cancelled and converted to new common stock at a ratio of 1:93
- Following the reorganization, Haag received 470 shares of new common stock
These transactions were executed as part of WW International's bankruptcy reorganization plan and represent an involuntary conversion of equity holdings rather than traditional open-market transactions.
Positive
- None.
Negative
- WW International emerged from Chapter 11 bankruptcy on June 24, 2025, with significant equity dilution as shareholders received 1 new share for every 93 old shares
- All previous common stock was cancelled and extinguished as part of the bankruptcy reorganization plan
Insider Trade Summary
49,864 shares exercised/converted
Mixed
11 txns
Insider
Haag Nicole
Role
Corp Controller Prin Acct Off
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit | 1,049 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 3,286 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 10,529 | $0.00 | -- |
| Exercise | Restricted Stock Unit | 35,000 | $0.00 | -- |
| Exercise | Common Stock | 1,049 | $0.00 | -- |
| Exercise | Common Stock | 3,286 | $0.00 | -- |
| Exercise | Common Stock | 10,529 | $0.00 | -- |
| Exercise | Common Stock | 35,000 | $0.00 | -- |
| Tax Withholding | Common Stock | 17,978 | $0.307 | $6K |
| Disposition | Common Stock | 43,880 | $0.00 | -- |
| Grant/Award | Common Stock | 470 | $0.00 | -- |
Holdings After Transaction:
Restricted Stock Unit — 0 shares (Direct);
Common Stock — 13,043 shares (Direct)
Footnotes (1)
- On May 6, 2025, the Issuer and its subsidiaries (collectively, the "Debtors") filed voluntary petitions for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware (the "Chapter 11 Cases," and such court, the "Bankruptcy Court"). On June 17, 2025, the Bankruptcy Court entered an order (the "Confirmation Order") confirming the Debtors' First Amended Joint Prepackaged Plan of Reorganization, as modified by the Confirmation Order (the "Plan"). On June 24, 2025 (the "Effective Date"), the Plan became effective in accordance with its terms and the Debtors emerged from the Chapter 11 Cases. Pursuant to the Plan, each unvested Restricted Stock Unit ("RSU") was deemed fully vested and settled immediately prior to the effectiveness of the Plan. Each RSU represents a contingent right to receive one share of Old Common Stock (as defined below). Represents shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting and settlement of the awards described herein. Pursuant to the Plan, on the Effective Date, all outstanding shares of the Issuer's common stock (the "Old Common Stock") were cancelled and extinguished. Pursuant to the Plan, new shares of the Issuer's common stock, no par value (the "New Common Stock") were issued to the Reporting Person on a ratio of 1 share of New Common Stock for approximately every 93 shares of Old Common Stock held by the Reporting Person on the Effective Date. The receipt of shares of New Common Stock was involuntary, without consideration and in accordance with the Plan approved by the Bankruptcy Court.
FAQ
What insider trading activity occurred at WW International (WW) on June 24, 2025?
Nicole Haag, WW's Corporate Controller and Principal Accounting Officer, had several transactions on June 24, 2025: her Restricted Stock Units (RSUs) vested for a total of 49,864 shares, 17,978 shares were withheld for tax purposes, and due to the bankruptcy reorganization, her remaining shares were converted to new common stock at a ratio of 1 new share for every 93 old shares, resulting in 470 new shares.
When did WW International file for Chapter 11 bankruptcy?
WW International and its subsidiaries filed voluntary petitions for Chapter 11 bankruptcy protection on May 6, 2025, in the United States Bankruptcy Court for the District of Delaware. The company's reorganization plan was confirmed on June 17, 2025, and became effective on June 24, 2025, when the company emerged from bankruptcy.
What happened to WW's unvested RSUs during the bankruptcy reorganization?
According to the filing, all unvested Restricted Stock Units (RSUs) were deemed fully vested and settled immediately prior to the effectiveness of the reorganization plan on June 24, 2025. Each RSU represented a contingent right to receive one share of the old common stock.