Denis F. Kelly - 24 Jun 2025 Form 4 Insider Report for WW INTERNATIONAL, INC. (WW)

Role
Director
Signature
/s/ Roxanne Tingir, as Attorney-in-Fact for Denis F. Kelly
Issuer symbol
WW
Transactions as of
24 Jun 2025
Net transactions value
$0
Form type
4
Filing time
26 Jun 2025, 16:52:23 UTC
Previous filing
02 Jan 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
KELLY DENIS F Director 18 WEST 18TH STREET 7TH FLOOR, NEW YORK /s/ Roxanne Tingir, as Attorney-in-Fact for Denis F. Kelly 26 Jun 2025 0001242901

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WW Common Stock Options Exercise +40,486 +28% 185,907 24 Jun 2025 Direct F1, F2, F3
transaction WW Common Stock Disposed to Issuer -185,907 -100% 0 24 Jun 2025 Direct F4
transaction WW Common Stock Award +1,996 1,996 24 Jun 2025 Direct F4
transaction WW Common Stock Disposed to Issuer -16,000 -100% 0 24 Jun 2025 As Custodian for Grandchildren F4
transaction WW Common Stock Disposed to Issuer -6,200 -100% 0 24 Jun 2025 By Spouse's Individual Retirement Account F4
transaction WW Common Stock Award +168 168 24 Jun 2025 As Custodian for Grandchildren F4
transaction WW Common Stock Award +67 67 24 Jun 2025 By Spouse's Individual Retirement Account F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction WW Deferred Stock Unit Options Exercise -40,486 -100% 0 24 Jun 2025 Common Stock 40,486 Direct F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Denis F. Kelly is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
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 and upon the Reporting Person ceasing to be a member of the Board of Directors, each Deferred Stock Unit settled in full.
F3 Each Deferred Stock Unit represents a right to receive one share of Old Common Stock upon settlement (as defined below).
F4 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.