WW International CLO's Shares Adjusted in Post-Bankruptcy Reorganization
WW International (WW) Chief Legal Admin.
Rhea-AI Filing Summary
WW International (WW) Chief Legal Admin. Officer & Secretary Jacqueline Cooke reported significant changes in beneficial ownership 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:
- 18,254 Restricted Stock Units (RSUs) and 27,382 Performance Stock Units (PSUs) were deemed fully vested and settled
- 22,627 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 approximately 1:93
- Following the reorganization, Cooke holds 295 shares of the new common stock
These transactions were involuntary and executed in accordance with the bankruptcy reorganization plan, representing a significant restructuring of the company's equity structure and executive compensation arrangements.
Positive
- None.
Negative
- WW International completed bankruptcy reorganization on June 24, 2025, with significant shareholder dilution - Old common stock was cancelled and converted to new shares at approximately 1:93 ratio
- Shareholders experienced severe dilution through bankruptcy reorganization, with each 93 shares of old stock converting to just 1 share of new stock
- All previous equity was essentially wiped out through the Chapter 11 reorganization process, indicating severe financial distress
Insider Trade Summary
18,254 shares exercised/converted
Exercise
6 txns
Insider
Cooke Jacqueline
Role
Chief Legal Admin. Off. & Sec.
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit | 18,254 | $0.00 | $0.00 |
| Exercise | Common Stock | 18,254 | $0.00 | $0.00 |
| Grant/Award | Common Stock | 27,382 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common Stock | 22,627 | $0.307 | $7K |
| Disposition | Common Stock | 27,607 | $0.00 | $0.00 |
| Grant/Award | Common Stock | 295 | $0.00 | $0.00 |
Holdings After Transaction:
Restricted Stock Unit — 0 contracts (Direct);
Common Stock — 295 shares (Direct)
Footnotes (6)
- F1. 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.
- F2. Pursuant to the Plan, each unvested Restricted Stock Unit ("RSU") was deemed fully vested and settled immediately prior to the effectiveness of the Plan.
- F3. Each RSU represents a contingent right to receive one share of Old Common Stock (as defined below).
- F4. Pursuant to the Plan, each unvested Performance Restricted Stock Unit ("PSU") was deemed vested at target and settled immediately prior to the effectiveness of the Plan. This amount represents shares acquired upon the settlement of the PSUs.
- F5. 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.
- F6. 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
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transactions occurred at WW International (WW) on June 24, 2025?
On June 24, 2025, Jacqueline Cooke, Chief Legal Admin. Officer & Secretary of WW, received 18,254 shares from RSUs and 27,382 shares from PSUs that vested. 22,627 shares were withheld for taxes, and due to 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 295 new shares.
Why did WW International (WW) cancel and reissue its common stock in June 2025?
WW International canceled and reissued its common stock as part of its Chapter 11 bankruptcy reorganization. On June 24, 2025, following the Bankruptcy Court's approval of their First Amended Joint Prepackaged Plan of Reorganization, all outstanding shares of old common stock were cancelled and new shares were issued at a ratio of 1 new share for approximately every 93 old shares.
What happened to WW's restricted stock units (RSUs) during the 2025 bankruptcy reorganization?
According to the Plan, all unvested Restricted Stock Units (RSUs) were deemed fully vested and settled immediately prior to the Plan's effectiveness on June 24, 2025. Similarly, all unvested Performance Restricted Stock Units (PSUs) were deemed vested at target and settled before the Plan took effect.
When did WW International file for Chapter 11 bankruptcy?
WW International and its subsidiaries filed voluntary petitions for relief under Chapter 11 bankruptcy on May 6, 2025, in the United States Bankruptcy Court for the District of Delaware. The company emerged from bankruptcy on June 24, 2025, after the court approved their reorganization plan on June 17, 2025.
AI-generated analysis. How Rhea-AI works. Not financial advice.
