WW International Inc SEC Filings

WW International President and CEO Tara Comonte 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 19,098 Deferred Stock Units into common stock
• Cancellation of 400,710 shares of old common stock
• Receipt of 4,303 shares of new common stock at a conversion ratio of approximately 1:93

These changes were involuntary and executed pursuant to the bankruptcy reorganization plan. Following these transactions, Comonte holds 4,304 shares of the reorganized company's new common stock. The filing indicates a significant restructuring of WW International's equity structure as part of its emergence from bankruptcy proceedings.

WW International Director Tracey D. Brown 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:

• Disposition of 30,655 shares of old common stock, which were cancelled and extinguished under the bankruptcy plan
• Acquisition of 329 shares of new common stock, issued at a conversion ratio of approximately 1:93 (new:old shares)
• The share exchange was involuntary and executed without consideration as part of the court-approved reorganization plan

This Form 4 filing represents the completion of WW International's bankruptcy restructuring and the implementation of its new capital structure. The reporting person now holds 329 shares of the reorganized company's common stock under direct ownership.

Form 4 Overview – WW International, Inc. (WW)

This Form 4 details insider transactions by former director Thilo Semmelbauer on 24 June 2025, the day WW International’s court-approved restructuring plan became effective and the company formally emerged from Chapter 11. The filing captures automatic equity conversions mandated by the plan rather than discretionary buying or selling.

Key Reported Movements

• Deferred Stock Units (DSUs): 26,282 DSUs were mandatorily settled for an equal number of shares of the company’s “Old Common Stock” immediately before emergence.
• Cancellation of Old Shares: All 75,797 shares of Old Common Stock then held by the reporting person were cancelled and extinguished in accordance with the reorganisation plan (coded “D” for disposition).
• Issuance of New Shares: Under the confirmed plan, the reporting person received 815 shares of New Common Stock, reflecting the court-approved conversion ratio of roughly 1 new share for every 93 old shares (transaction code “A”).
• Post-transaction holding: The insider now owns 815 New Common shares, held directly.

Context from the Plan of Reorganisation

• Voluntary Chapter 11 petitions were filed on 6 May 2025; the plan was confirmed on 17 June 2025 and became effective on 24 June 2025.
• The reporting person ceased to be a Board member, triggering full settlement of outstanding DSUs.

No cash consideration changed hands; all actions were involuntary and court-mandated. The disclosure mainly informs investors of the extinguishment of legacy equity, the sharply reduced share count per insider, and the company’s formal exit from bankruptcy.

WW International, Inc. (ticker: WW) – Form 4 filed for director Denis F. Kelly, covering transactions dated 24 June 2025.

The filing is entirely driven by the company’s court-approved reorganisation. On 24 June 2025, WW emerged from Chapter 11 following confirmation of its First Amended Joint Pre-packaged Plan of Reorganisation on 17 June 2025. Under the Plan, all shares of the old common stock were cancelled and replaced with new common stock at an exchange ratio of roughly 1 new share for every 93 old shares.

Key movements reported:

• Conversion (Code M) of 40,486 Deferred Stock Units (DSUs) into an equal number of old common shares immediately before cancellation.
• Disposal (Code D) of 185,907 old common shares as part of the court-mandated cancellation, leaving zero directly-held old shares.
• Receipt (Code A) of 1,996 new common shares on the 1:93 exchange ratio; these now represent Kelly’s direct holding.
• Similar involuntary disposals of 22,200 old shares held in custodial and IRA accounts, followed by proportional receipt of 168 and 67 new shares in those accounts.

The DSUs settled in full once Kelly ceased to be a Board member on the Effective Date. No open-market purchases or sales occurred, and no cash changed hands; all transactions were mandatory under the court-sanctioned Plan.

Investor takeaways: the emergence from Chapter 11 is structurally positive for WW’s balance sheet, yet legacy shareholders—including insiders—experienced material dilution. Outstanding old shares are now worthless, while the new equity base is dramatically smaller, resetting insider and public ownership stakes.

WW International, Inc. (ticker: WW) – Form 4 filed 06/26/2025

The filing discloses Chief Marketing Officer Michael Amsel’s equity positions immediately prior to, and upon, the company’s emergence from Chapter 11.

• Chapter 11 emergence: The company’s First Amended Joint Pre-packaged Plan of Reorganization became effective on 06/24/2025, cancelling all outstanding “Old Common Stock.”
• RSU acceleration: All unvested Restricted Stock Units (RSUs) vested and settled just before plan effectiveness, resulting in 524,109 shares of Old Common Stock being issued to the insider.
• Tax withholding: 216,720 of those newly issued shares were automatically withheld to cover taxes at an average price of $0.307 per share.
• Cancellation & conversion: The 307,389 remaining Old Common Stock shares were extinguished under the plan. New Common Stock was issued to the insider at a ratio of roughly 1 : 93, producing 3,428 shares of New Common Stock now held directly.

Following the reported transactions, Mr. Amsel holds 3,428 shares of New Common Stock and no derivative securities. The conversion reflects the court-approved restructuring and implies that legacy equity holders suffered near-total dilution.

Form 4 filing overview – WW International, Inc. (ticker: WW)

Director Julie Bornstein reported transactions dated 24 June 2025, the same day the company’s court-approved reorganisation plan became effective. In connection with the Chapter 11 emergence:

• All outstanding “Old Common Stock” was cancelled and extinguished. Bornstein shows a disposition of 49,686 shares of cancelled stock.
• Pursuant to the reorganisation plan, holders received new equity at a ratio of roughly 1 new share for every 93 old shares. Bornstein therefore acquired 533 shares of new common stock; the acquisition was involuntary, carried no consideration, and is coded “A”.
• Following the recapitalisation, the director’s total beneficial ownership stands at 533 shares, held directly.

The filing confirms that WW International and its subsidiaries emerged from Chapter 11 on 24 June 2025 after the Bankruptcy Court entered the confirmation order on 17 June 2025. The disposition of old shares and issuance of new shares reflect the court-sanctioned restructuring rather than discretionary trading by the insider.

WW International (OTC:WGHTQ) announced its successful emergence from Chapter 11 bankruptcy on June 24, 2025, following court approval of its prepackaged reorganization plan. The company has secured a new $465 million senior secured credit facility maturing in 2030.

Key restructuring outcomes include: (1) Discharge of approximately $1.116 billion in pre-petition credit facilities and $500 million in senior secured notes, (2) Cancellation of all previous equity securities, and (3) Implementation of new financing terms including interest rates of base rate plus 5.80% or Term SOFR plus 6.80%.