Table of Contents into one share of Class A common stock upon any transfer, except for certain transfers described in our restated certificate of incorporation. See “Description of Capital Stock— Common Stock—Conversion, Exchange and Transferability” for more information. Class C common stock Subject to certain restrictions, holders of partnership interests (other than direct and indirect subsidiaries of The We Company) may exchange their partnership interests for, at our option, shares of Class B common stock or cash. Upon the exchange of partnership interests in the We Company Partnership or the forfeiture of profits interests in the We Company Partnership, the corresponding shares of Class C common stock will be canceled. Shares of Class C common stock cannot be transferred other than in connection with the transfer of the corresponding partnership interests in the We Company Partnership. Use of proceeds Assuming an initial public offering price of $ per share, which is the midpoint of the price range set forth on the cover page of this prospectus, we estimate that the net proceeds to us from the sale of our Class A common stock in this offering will be $ (or $ if the underwriters exercise in full their option to purchase additional shares of our Class A common stock), less underwriting discounts and commissions and estimated offering expenses. The principal purposes of this offering are to increase our capitalization and financial flexibility, create a public market for our Class A common stock and enable access to the public equity markets for us and our stockholders. We currently intend to use the net proceeds of this offering for general corporate purposes, including working capital, operating expenses and capital expenditures. Pending their use, we intend to invest the net proceeds of this offering in short-term, investment grade, interest-bearing instruments or hold them as cash. See “Use of Proceeds”. Dividends We do not expect to pay dividends on our Class A common stock or our Class B common stock in the foreseeable future. Our Class C common stock has no economic rights. See “Dividend Policy”. Listing We intend to apply to list our Class A common stock on the under the trading symbol “WE”. Risk factors Investing in our Class A common stock involves risks. See “Risk Factors” for a discussion of certain factors that you should carefully consider before making an investment decision. The number of shares of Class A common stock, Class B common stock and Class C common stock to be outstanding upon completion of this offering is based on shares of Class A common stock, shares of Class B common stock and shares of Class C common stock to be outstanding as of , 2019. Unless otherwise noted, these references exclude: • shares of Class A common stock issuable upon the exercise of stock options outstanding as of , 2019 at a weighted average exercise price of $ per share; • shares of Class B common stock issuable upon the exercise of stock options outstanding as of , 2019 at a weighted average exercise price of $ per share; 19