Table of Contents The Registrant maintains a general liability insurance policy that covers certain liabilities of directors and officers of the Registrant arising out of Proceedings based on acts or omissions in their capacities as directors or officers. In any underwriting agreement the Registrant enters into in connection with the sale of the Registrant’s Class A common stock being registered hereby, the underwriters will agree to indemnify, under certain conditions, the Registrant, the Registrant’s directors, the Registrant’s officers and persons who control the Registrant within the meaning of the Securities Act against certain liabilities. Insofar as indemnification for liabilities arising under the Securities Act may be permitted to the Registrant or the Registrant’s directors or the Registrant’s officers or persons who control the Registrant pursuant to the foregoing provisions, the Registrant has been informed that, in the opinion of the SEC, such indemnification is against public policy as expressed in the Securities Act and is therefore unenforceable. Item 15. Recent Sales of Unregistered Securities Set forth below is information regarding all securities issued by the Registrant or its predecessor WeWork Companies Inc., as applicable (the “Company”), without registration under the Securities Act since January 1, 2016. The Registrant believes that each of these transactions was exempt from the registration requirements of the Securities Act pursuant to Section 4(a)(2), Regulation D, Regulation S or Rule 701 of the Securities Act or as transactions not involving the sale of securities. (a) Preferred Stock Financings Between March 8, 2016 and December 1, 2016, the Company issued and sold an aggregate of 13,759,327 shares of Series F preferred stock for aggregate gross proceeds payable to the Company of approximately $690.6 million. On March 13, 2017, the Company issued and sold 5,790,388 shares of Series G preferred stock for aggregate gross proceeds payable to the Company of approximately $300.0 million. On June 30, 2017, the Company issued and sold an additional 11,568,336 shares of Series G preferred stock for aggregate gross proceeds payable to the Company of approximately $700.0 million. On October 30, 2017, the Company issued and sold an additional 15,453,475 shares of Series G preferred stock for aggregate gross proceeds payable to the Company of approximately $700.0 million. (b) Acquisitions In the year ended December 31, 2017, the Company issued 305,006 shares of Class A common stock and 301,120 shares of Series G preferred stock in connection with various acquisitions. In the year ended December 31, 2018, the Company issued 1,600,000 shares of Series AP-1 preferred stock and 39,996 shares of Series AP-2 preferred stock in connection with various acquisitions. In the year ended December 31, 2019, the Company has agreed to issue up to shares of Class A common stock, shares of Series AP-3 preferred stock and shares of AP-4 preferred stock in connection with various acquisitions. (c) Stock Options, Restricted Stock and Restricted Stock Units Since January 1, 2016, the Company has granted to its employees and others options to purchase an aggregate of shares of Class A common stock under its equity compensation plans at a weighted average exercise price of $ per share. Since January 1, 2016, the Company has granted to its employees and others options to purchase an aggregate of shares of Class B common stock under its equity compensation plans at a weighted average exercise price of $ per share. Since January 1, 2016, the Company has issued and sold to its employees and others an aggregate of shares of Class A common stock in connection with the exercise of options granted under its equity compensation plans at a weighted average exercise price of $ per share. II-2
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