Weight Watchers Stock Undergoes 93:1 Reverse Split as Director Departs Post-Bankruptcy

Rhea-AI Filing Summary

WW International Director Steven Altschuler 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 transactions include:

• Settlement of 40,486 Deferred Stock Units into common stock
• Cancellation of 68,399 shares of old common stock
• Receipt of 735 shares of new common stock (conversion ratio: approximately 1:93)

These changes occurred as Altschuler ceased to be a member of the Board of Directors. The transactions were involuntary and executed in accordance with the bankruptcy reorganization plan, without additional consideration from the reporting person. The filing demonstrates the substantial dilution existing shareholders experienced through the reorganization process.

Positive

• None.

Negative

• WW International underwent Chapter 11 bankruptcy reorganization, with all old common stock being cancelled and extinguished on June 24, 2025
• Shareholders experienced severe dilution with a 93:1 reverse split ratio (1 new share for every 93 old shares) as part of bankruptcy reorganization
• Director Steven Altschuler ceased to be a member of the Board of Directors during this restructuring, indicating potential governance changes

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Altschuler Steven

(Last) (First) (Middle)

18 WEST 18TH STREET 7TH FLOOR

(Street)

NEW YORK NY 10011

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
WW INTERNATIONAL, INC. [ WW ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	06/24/2025		M		40,486(1)(2)	A	(1)(2)(3)	68,399	D
Common Stock	06/24/2025		D		68,399(4)	D	(4)	0	D
Common Stock	06/24/2025		A		735(4)	A	(4)	735	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Deferred Stock Unit	(1)(3)	06/24/2025		M(1)(2)			40,486(1)(2)	(2)	(2)	Common Stock	40,486	(1)(2)	0	D

Explanation of Responses:

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.

2. Pursuant to the Plan and upon the Reporting Person ceasing to be a member of the Board of Directors, each Deferred Stock Unit settled in full.

3. Each Deferred Stock Unit represents a right to receive one share of Old Common Stock upon settlement (as defined below).

4. 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.

	/s/ Roxanne Tingir, as Attorney-in-Fact for Steven Altschuler	06/26/2025
	** Signature of Reporting Person	Date
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FAQ

What insider trading activity occurred at WW International (WW) on June 24, 2025?

Director Steven Altschuler's 40,486 Deferred Stock Units were settled, and his 68,399 shares of old common stock were cancelled. He received 735 shares of new common stock as part of WW's bankruptcy reorganization plan, at a ratio of approximately 1 new share for every 93 old shares.

Why did WW International (WW) cancel and reissue its common stock in June 2025?

WW International underwent Chapter 11 bankruptcy reorganization. On June 24, 2025, their reorganization plan became effective, which cancelled all outstanding old common stock and issued new common stock to shareholders at a ratio of 1 new share for approximately every 93 old shares held.

When did WW International (WW) file for bankruptcy in 2025?

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.

What happened to Steven Altschuler's position on WW International's Board of Directors?

The Form 4 filing indicates that Steven Altschuler ceased to be a member of WW International's Board of Directors, which triggered the settlement of his Deferred Stock Units as part of the company's bankruptcy reorganization plan on June 24, 2025.