0000899243-21-041214.txt : 20211022
0000899243-21-041214.hdr.sgml : 20211022
20211022163041
ACCESSION NUMBER: 0000899243-21-041214
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211020
FILED AS OF DATE: 20211022
DATE AS OF CHANGE: 20211022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: RODE MURRAY D
CENTRAL INDEX KEY: 0001284455
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39419
FILM NUMBER: 211340866
MAIL ADDRESS:
STREET 1: 3303 HILLVIEW AVE
CITY: PALO ALTO
STATE: CA
ZIP: 94304
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: WeWork Inc.
CENTRAL INDEX KEY: 0001813756
STANDARD INDUSTRIAL CLASSIFICATION: BLANK CHECKS [6770]
IRS NUMBER: 851144904
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 2400 SAND HILL RD., SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 212-818-8800
MAIL ADDRESS:
STREET 1: 2400 SAND HILL RD., SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
FORMER COMPANY:
FORMER CONFORMED NAME: BowX Acquisition Corp.
DATE OF NAME CHANGE: 20200601
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-10-20
1
0001813756
WeWork Inc.
WE
0001284455
RODE MURRAY D
C/O BOWX SPONSOR, LLC
2400 SAND HILL RD., SUITE 200
MENLO PARK
CA
94025
1
0
0
0
Class A Common Stock
2021-10-20
4
C
0
1050625
0.00
A
1050625
I
The Rode-Berry Family Trust
Class A Common Stock
2021-10-20
4
C
0
5925013
0.00
A
5925013
I
BowX Sponsor LLC
Class A Common Stock
2021-10-20
4
J
0
5925013
0.00
D
0
I
BowX Sponsor LLC
Class B Common Stock
2021-10-20
4
D
0
374975
0.00
D
Class A Common Stock
374975
1050625
I
The Rode-Berry Family Trust
Class B Common Stock
2021-10-20
4
C
0
1050625
0.00
D
Class A Common Stock
1050625
0
I
The Rode-Berry Family Trust
Class B Common Stock
2021-10-20
4
D
0
1995920
0.00
D
Class A Common Stock
1995920
10863593
I
BowX Sponsor LLC
Class B Common Stock
2021-10-20
4
C
0
5925013
0.00
D
Class A Common Stock
5925013
4938580
I
BowX Sponsor LLC
Warrants
11.50
2021-10-20
4
J
0
4938580
D
Class A Common Stock
4938580
0
I
BowX Sponsor LLC
Warrants
11.50
Class A Common Stock
38673
38673
D
On October 20, 2021, in connection with the consummation of the business combination (the "Business Combination") among BowX Acquisition Corp. ("BowX"), BowX Merger Subsidiary Corp. and WeWork Inc., pursuant to that certain Merger Agreement and Plan of Merger, dated March 25, 2021, each share of Class B common stock of BowX automatically converted into one share of Class A common stock ("Common Stock") of WeWork Inc., formerly known as BowX Acquisition Corp. (the "Issuer"). In connection with the Business Combination, Murray Rode resigned as a director of the BowX.
Securities held directly by The Rode-Berry Family Trust, a trust for the benefit of Mr. Rode and his family. Mr. Rode disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest he may have therein, directly or indirectly.
BowX Sponsor LLC ("Sponsor") is the record holder of these securities. Vivek Ranadive and Murray Rode are the managing members of Sponsor, and as such Messrs. Ranadive and Rode have voting and investment discretion with respect to the securities held of record by Sponsor and may be deemed to have shared beneficial ownership of the securities held directly by Sponsor. Each such entity or person disclaims any beneficial ownership of the reported securities other than to the extent of any pecuniary interest they may have therein, directly or indirectly.
Represents a pro rata distribution of Common Stock to direct and indirect members of Sponsor.
In connection with the Business Combination, Mr. Rode forfeited 374,975 shares of Class B Common Stock to the Issuer pursuant to the terms of the Share Cancellation agreement dated as of March 25, 2021 by and between Mr. Rode, Sponsor, BowX and the other parties named therein (the "Cancellation Agreement").
In connection with the Business Combination, Sponsor forfeited 1,995,920 shares of Class B Common Stock (the "Forfeiture") to the Issuer pursuant to the terms of the Cancellation Agreement.
Represents 5,925,013 shares of Class B Common Stock and 4,938,580 warrants held by Sponsor following the Forfeiture.
Represents 4,938,580 warrants held by Sponsor.
Represents a pro rata distribution of warrants to direct and indirect members of Sponsor.
The warrants will become exercisable 30 days after the completion of the Business Combination.
The warrants will expire on the fifth anniversary of the completion of the Business Combination.
Represents warrants held directly by Mr. Rode.
By: /s/Murray Rode
2021-10-22