UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.
On August 9, 2022, Michel Combes notified WeWork Inc. (the “Company”) of his resignation from the Company’s Board of Directors (the “Board”), effective immediately. The resignation is not the result of any disagreement with the Company with respect to any matter relating to the Company’s operations, policies or practices. Mr. Combes did not serve on any committee of the Board.
Mr. Combes occupied a seat on the Board pursuant to a designation by SVF II WW Holdings (Cayman) Limited (formerly known as SB WW Holdings (Cayman) Limited) (“SVFWW”) under the Stockholders Agreement dated October 20, 2021, by and among the Company, BowX Sponsor, LLC, SVFWW, SVF Endurance (Cayman) Limited and Benchmark Capital Partners VII (AIV), L.P. (the “Stockholders Agreement”). Pursuant to the Stockholders Agreement, SVFWW designated Alex Clavel to fill the vacancy on the Board created by Mr. Combes’ resignation. Upon the recommendation of the Nominating and Corporate Governance Committee of the Board, the Board appointed Mr. Clavel as a member of the Board, effective August 9, 2022.
Mr. Clavel is the Chief Executive Officer of SoftBank Group International (“SBGI”). He serves as a director on various internal SoftBank and external portfolio company boards, including LDH Growth Corp. I and Levere Holdings Corp., and oversees SBGI’s portfolio of strategic and global assets and external fund investments. Mr. Clavel joined SoftBank in Tokyo in 2015 and is currently based in New York City. Prior to joining SoftBank, Mr. Clavel spent 19 years at Morgan Stanley in investment banking. He earned a bachelor’s degree from Princeton University and speaks French, Mandarin Chinese, and Japanese. He serves as a director of Prep for Prep and is a member of Princeton’s National Annual Giving Committee.
The Company is a party to various transactions with SVFWW and other related parties, as described under the “Certain Relationships and Related Person Transactions” section and the “Subsequent Events” sub-section under “Financial Statements and Supplementary Data” in the Company’s registration statements on Form S-1 (File Nos. 333-260976 and 333-264085), as amended and supplemented, each of which section is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On August 11, 2022, the Company issued a press release announcing the appointment of Alex Clavel to the Board. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in this Item 7.01, including Exhibit 99.1 attached hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section and shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
Description | |
| 99.1 | Press release issued by WeWork Inc. on August 11, 2022. | |
| 104 | Cover Page Interactive Date File (embedded within the Inline XBRL document). | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| WEWORK INC. | ||||||
| By: | /s/ Jared DeMatteis | |||||
| Date: August 11, 2022 | Name: | Jared DeMatteis | ||||
| Title: | Chief Legal Officer | |||||
Exhibit 99.1
WeWork Announces New SoftBank Appointment to Its Board of Directors
NEW YORK, NY – August 11, 2022 – WeWork Inc. (NYSE: WE), the leading global flexible space provider, today announced that Alex Clavel, Chief Executive Officer of SoftBank Group International (“SBGI”), has joined WeWork’s Board of Directors, effective August 9, 2022. Mr. Clavel succeeds Michel Combes, the former Chief Executive Officer of SBGI, who had served on WeWork’s Board since October 2020.
Mr. Clavel has extensive experience with both private and public companies, having been responsible for managing SoftBank’s international platform of investments, including WeWork, T-Mobile, Deutsche Telekom and OneWeb. He currently serves as a director on numerous internal SoftBank and external portfolio company boards, including Arm China, Boston Dynamics, InMobi, SB Energy, Goggo and Levere Holdings Corp. Before joining SoftBank in Tokyo in 2015, Mr. Clavel spent 19 years at Morgan Stanley in investment banking, where he focused on technology, media and telecom M&A and spent time in New York, Hong Kong, Shanghai and Tokyo. He earned a bachelor’s degree from Princeton University and speaks French, Mandarin Chinese and Japanese. He serves as a director of Prep for Prep and is a member of Princeton’s National Annual Giving Committee.
“Alex brings a firm understanding of WeWork’s core business, and how our diversified suite of products - from All Access to WeWork Workplace - strengthen our long-term value proposition as the partner of choice. With deep knowledge and expertise from working with numerous companies at different stages of growth, I know Alex will bring a valuable perspective as we continue to execute on our goals and meet demand for greater flexibility,” said Sandeep Mathrani, WeWork’s CEO and Chairman. “I also want to thank Michel Combes for his leadership and friendship over the past few years, and wish him the best going forward.”
Mr. Clavel said, “WeWork is an extraordinary company that has undergone an incredible transformation with Sandeep at the helm. I am excited to join its Board at this important juncture as the company executes against its goals of growing revenue and continuing the march towards profitability.”
About WeWork
WeWork Inc. (NYSE: WE) was founded in 2010 with the vision to create environments where people and companies come together and do their best work. Since then, we’ve become the leading global flexible space provider committed to delivering technology-driven turnkey solutions, flexible spaces, and community experiences. For more information about WeWork, please visit us at wework.com.
Contacts:
Media for WeWork
Nicole Sizemore
press@wework.com
Media for SoftBank
Benjamin Spicehandler / Hannah Dunning
FGS Global
SoftBank-SVC@sardverb.com
Investor Relations
Kevin Berry
investor@wework.com
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