Steven M. Spurlock - Oct 20, 2021 Form 3 Insider Report for WeWork Inc. (WE)

Role
10%+ Owner
Signature
/s/ An-Yen Hu, by power of attorney for Steven M. Spurlock
Stock symbol
WE
Transactions as of
Oct 20, 2021
Transactions value $
$0
Form type
3
Date filed
11/1/2021, 08:02 PM
Previous filing
Oct 19, 2021
Next filing
Oct 22, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding WE Class A Common Stock 19.5M Oct 20, 2021 See Footnote F1, F2, F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The shares are held by Benchmark Capital Partners VII (AIV), L.P. ("BCP AIV"), as nominee for itself and Benchmark Founders' Fund VII, L.P. ("BFF VII") and Benchmark Founders' Fund VII-B, L.P. ("BFF VII-B"). Benchmark Capital Management Co. VII, L.L.C. ("BCMC VII") is the general partner of each of BCP AIV, BFF VII and BFF VII-B and may be deemed to have sole voting and dispositive power over such shares. Matthew R. Cohler, Bruce W. Dunlevie (a member of the Issuer's board of directors), Peter H. Fenton, J. William Gurley, Kevin R. Harvey, Mitchell H. Lasky and Steven M. Spurlock, the managing members of BCMC VII, may be deemed to share voting and dispositive power over these shares beneficially held by such entities.
F2 Each such person and entity disclaims the existence of a "group", as defined in Rule 13d-5 of the Securities Exchange Act of 1934, as amended, and disclaims beneficial ownership of any securities, except to the extent of such person's or entity's pecuniary interest in such securities.
F3 The Reporting Persons are managing members of BCMC VII, the general Partner of BCP AIV who is a party to that certain Stockholders Agreement (the "Stockholders Agreement") dated as of October 20, 2021, among the Issuer, BCP AIV, the BowX Investor (as defined therein), the SB Investor (as defined therein) and the VF Investor (as defined therein, and together with the BowX Investor and the SB Investor, the "Other Parties"). By virtue of being a party to the Stockholders Agreement, each of the Reporting Persons on this Form 3 may be deemed to be members of a "group", as defined in Rule 13d-5 of the Securities Exchange Act of 1934, as amended, with the Other Parties.
F4 The parties to the Stockholders Agreement hold, in the aggregate, more than 10% of the shares of Class A Common Stock of the Issuer. The share ownership reported for the Reporting Persons does not include any securities of the Issuer owned by the Other Parties, and each of the Reporting Persons disclaim beneficial ownership of the securities beneficially owned by the Other Parties.

Remarks:

This report is one of three reports, each on a separate Form 3, but relating to the same holdings being filed by entities affiliated with Benchmark and their applicable members.