SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Swidler Pamela

(Last)

(First)

(Middle)

75 ROCKEFELLER PLAZA, 10TH FL

(Street)

NEW YORK

10019

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
02/21/2023

3. Issuer Name and Ticker or Trading Symbol
WeWork Inc. [ WE ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	See Remarks

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	21,067	D
Common Stock	6,196⁽¹⁾	D
Common Stock	13,769⁽²⁾	D
Common Stock	33,333⁽³⁾	D
Common Stock	7,184⁽⁴⁾	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	⁽⁵⁾	08/04/2026	Common Stock	3,098	$4.99	D
Stock Option (right to buy)	⁽⁶⁾	01/18/2027	Common Stock	3,178	$4.99	D
Stock Option (right to buy)	⁽⁷⁾	06/12/2028	Common Stock	547	$4.99	D
Stock Option (right to buy)	⁽⁸⁾	03/29/2029	Common Stock	8,762	$4.99	D
Stock Option (right to buy)	⁽⁹⁾	02/10/2030	Common Stock	19,828	$2.55	D

Explanation of Responses:

1. Represents unvested restricted stock units ("RSUs") granted on January 26, 2021 that convert into common stock on a one-for-one basis. The RSUs will vest on January 26, 2024.

2. Represents unvested RSUs granted on August 10, 2021 that convert into common stock on a one-for-one basis. The RSUs will vest in equal installments on July 15, 2023 and July 15, 2024.

3. Represents unvested RSUs granted on March 22, 2022 that convert into common stock on a one-for-one basis. The RSUs will vest in equal installments on January 10, 2024 and January 10, 2025.

4. Represents unvested RSUs granted on March 22, 2022 that convert into common stock on a one-for-one basis. The RSUs will vest in equal installments on January 10, 2024 and January 10, 2025; provided however, that if the Issuer achieves a certain earnings before interest, taxes, depreciation, and amortization ("EBITDA") milestone no later than December 31, 2023, all of the RSUs will vest on January 10, 2024.

5. Represents outstanding, unexercised stock options to purchase common stock granted on August 4, 2016. The options are fully vested and exercisable.

6. Represents outstanding, unexercised stock options to purchase common stock granted on January 18, 2017. The options are fully vested and exercisable.

7. Represents outstanding, unexercised stock options to purchase common stock granted on June 12, 2018. The options are fully vested and exercisable.

8. Represents outstanding, unexercised stock options to purchase common stock granted on March 29, 2019. 25% of the options are vested and exercisable, 15% of the remaining options vest on each of March 16, 2023, March 16, 2024 and March 16, 2025, and the remaining 30% of the options vest on March 16, 2026.

9. Represents outstanding, unexercised portion of stock options to purchase common stock granted on June 18, 2020. The options are fully vested and exercisable.

Remarks:

Exhibit 24 - Power of Attorney Chief Legal Officer, Chief Compliance Officer and Secretary

	/s/ Pamela Swidler	02/28/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.