0001104659-21-132498.txt : 20211101
0001104659-21-132498.hdr.sgml : 20211101
20211101200241
ACCESSION NUMBER: 0001104659-21-132498
CONFORMED SUBMISSION TYPE: 3
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211020
FILED AS OF DATE: 20211101
DATE AS OF CHANGE: 20211101
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Benchmark Founders' Fund VII, L.P.
CENTRAL INDEX KEY: 0001507661
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39419
FILM NUMBER: 211368819
BUSINESS ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650.854.8180
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Benchmark Founders' Fund VII-B, L.P.
CENTRAL INDEX KEY: 0001507670
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39419
FILM NUMBER: 211368818
BUSINESS ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: 650.854.8180
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Benchmark Capital Partners VII (AIV), L.P.
CENTRAL INDEX KEY: 0001552509
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39419
FILM NUMBER: 211368820
BUSINESS ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
BUSINESS PHONE: (650) 854-8180
MAIL ADDRESS:
STREET 1: 2480 SAND HILL ROAD, SUITE 200
CITY: MENLO PARK
STATE: CA
ZIP: 94025
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Benchmark Capital Management Co. VII, L.L.C.
CENTRAL INDEX KEY: 0001611050
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 3
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39419
FILM NUMBER: 211368821
BUSINESS ADDRESS:
STREET 1: 2965 WOODSIDE ROAD
CITY: WOODSIDE
STATE: CA
ZIP: 94062
BUSINESS PHONE: 650-854-8180
MAIL ADDRESS:
STREET 1: 2965 WOODSIDE ROAD
CITY: WOODSIDE
STATE: CA
ZIP: 94062
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
3
1
tm2131362-2_3seq1.xml
OWNERSHIP DOCUMENT
X0206
3
2021-10-20
0
0001813756
WeWork Inc.
WE
0001611050
Benchmark Capital Management Co. VII, L.L.C.
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001552509
Benchmark Capital Partners VII (AIV), L.P.
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001507661
Benchmark Founders' Fund VII, L.P.
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
0001507670
Benchmark Founders' Fund VII-B, L.P.
2965 WOODSIDE ROAD
WOODSIDE
CA
94062
0
0
1
0
Class A Common Stock
19471310
I
See Footnote
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.
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.
The Reporting Persons are 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.
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.
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.
/s/ An-Yen Hu by power of attorney for Benchmark Capital Management Co. VII, L.L.C.
2021-11-01
/s/ An-Yen Hu by power of attorney for Benchmark Capital Management Co. VII, L.L.C., the General Partner of Benchmark Capital Partners VII (AIV), L.P.
2021-11-01
/s/ An-Yen Hu by power of attorney for Benchmark Capital Management Co. VII, L.L.C., the General Partner of Benchmark Founders' Fund VII, L.P.
2021-11-01
/s/ An-Yen Hu by power of attorney for Benchmark Capital Management Co. VII, L.L.C., the General Partner of Benchmark Founders' Fund VII-B, L.P.
2021-11-01