Table of Contents (2) Consists of 32,645,314 shares of our Class A common stock issuable upon the conversion of Series A preferred stock held of record by Benchmark Capital Partners VII (AIV), L.P. (“BCP AIV”), as nominee for BCP AIV, 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 shared voting and dispositive power over the shares held by BCP AIV. Matthew R. Cohler, Bruce W. Dunlevie, one of our 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 have shared voting and dispositive power over the shares held by BCP AIV. The address for the Benchmark entities is c/o Benchmark, 2965 Woodside Road, Woodside, CA 94062. (3) Consists of (i) 470,119 shares of our Class A common stock held of record by PEG Digital Growth Fund II L.P., (ii) 11,021,191 shares of our Class A common stock issuable upon the conversion of Series C preferred stock held of record, in the aggregate, by 522 Fifth Avenue Fund, L.P., Co-Op Retirement Plan Trust, National Automatic Sprinkler Industry Pension Fund, Board of Trustees of the UNITE HERE Retirement Fund, PEG Direct Global Private Equity Institutional Investors V LLC, PEG Secondary Private Equity Investors II L.P., PEG WeWork LLC and Red River Venture Capital Fund, L.P., (iii) 3,015,002 shares of our Class A common stock issuable upon the conversion of Series D-1 preferred stock held of record, in the aggregate, by 522 Fifth Avenue Fund, L.P., Co-Op Retirement Plan Trust, National Automatic Sprinkler Industry Pension Fund, Board of Trustees of the UNITE HERE Retirement Fund, PEG Digital Growth Fund II L.P., PEG Direct Global Private Equity Institutional Investors V LLC, PEG Secondary Private Equity Investors II L.P. and PEG WeWork LLC, (iv) 2,368,930 shares of our Class A common stock issuable upon the conversion of Series D-2 preferred stock held of record, in the aggregate, by 522 Fifth Avenue Fund, L.P., Co-Op Retirement Plan Trust, National Automatic Sprinkler Industry Pension Fund, Board of Trustees of the UNITE HERE Retirement Fund, PEG Digital Growth Fund II L.P., PEG Direct Global Private Equity Institutional Investors V LLC, PEG Secondary Private Equity Investors II L.P. and PEG WeWork LLC, (v) 1,368,214 shares of our Class A common stock issuable upon the conversion of Series E preferred stock held of record, in the aggregate, by 522 Fifth Avenue Fund, L.P., Co-Op Retirement Plan Trust, National Automatic Sprinkler Industry Pension Fund, Board of Trustees of the UNITE HERE Retirement Fund, PEG Digital Growth Fund II L.P., PEG Direct Global Private Equity Institutional Investors V LLC, PEG Secondary Private Equity Investors II L.P. and PEG WeWork LLC and (vi) 298,851 shares of our Class A common stock issuable upon the conversion of Series F preferred stock held of record, in the aggregate, by 522 Fifth Avenue Fund, L.P., Co-Op Retirement Plan Trust, National Automatic Sprinkler Industry Pension Fund, Board of Trustees of the UNITE HERE Retirement Fund, PEG Digital Growth Fund II L.P., PEG Direct Global Private Equity Institutional Investors V LLC and PEG WeWork LLC. JPMorgan Chase Bank, N.A. (“JPMCB”) is the trustee of Co-Op Retirement Plan Trust. JPMCB holds voting and dispositive power over the shares held by Co-Op Retirement Plan Trust. J.P. Morgan Investment Management Inc. (“JPMIM”) is the investment adviser of 522 Fifth Avenue Fund, L.P., National Automatic Sprinkler Industry Pension Fund, Board of Trustees of the UNITE HERE Retirement Fund, PEG Digital Growth Fund II L.P., PEG Direct Global Private Equity Institutional Investors V LLC, PEG Secondary Private Equity Investors II L.P., PEG WeWork LLC and Red River Venture Capital Fund, L.P. JPMIM holds voting and dispositive power over the shares held by each of these entities. The address for each of the foregoing entities is c/o J.P. Morgan Asset Management, 320 Park Avenue, 15th Floor, New York, New York 10022. See “Underwriting— Relationships with Underwriters”. (4) Consists of (i) 22,871,249 shares of our Class A common stock held of record by SoftBank Vision Fund (AIV M1) L.P. (“SVF AIV M1”), (ii) 255,528 shares of our Class A common stock issuable upon the conversion of Series A preferred stock held of record by SVF AIV M1, (iii) 3,785,603 shares of our Class A common stock issuable upon the conversion of Series B preferred stock held of record by SVF AIV M1, (iv) 3,193,094 shares of our Class A common stock issuable upon the conversion of Series C preferred stock held of record by SVF AIV M1, (v) 36,111 shares of our Class A common stock issuable upon the conversion of Series D-1 preferred stock held of record by SVF AIV M1, (vi) 35,625 shares of our Class A common stock issuable upon the conversion of Series D-2 preferred stock held of record by SVF AIV M1, (vii) 612,625 shares of our Class A common stock issuable upon the conversion of Series E preferred stock held of record by SVF AIV M1, (viii) 49,919 shares of our Class A common stock issuable upon the conversion of Series F preferred stock held of record by SVF AIV M1, (ix) 32,812,199 shares of our Class A common stock issuable upon the conversion of Series G preferred stock held of record by SVF AIV M1, (x) 10,810,206 shares of our Class A common stock held of record by SBWW Cayman, (xi) 3,676,267 shares of our Class A common stock issuable upon the conversion of Series A preferred stock held of record by SBWW Cayman, (xii) 1,102,944 shares of our Class A common stock issuable upon the conversion of Series B preferred stock held of record by SBWW Cayman, (xiii) 1,871,975 shares of our Class A common stock issuable upon the conversion of Series C preferred stock held of record by SBWW Cayman, (xiv) 370,010 shares of our Class A common stock issuable upon the conversion of Series D-1 preferred stock held of record by SBWW Cayman, (xv) 99,542 shares of our Class A common stock issuable upon the conversion of Series D-2 preferred stock held of record by SBWW Cayman, (xvi) 530,932 shares of our Class A common stock issuable upon the conversion of Series E preferred stock held of record by SBWW Cayman, (xvii) 49,746 shares of our Class A common stock issuable upon the conversion of Series F preferred stock held of record by SBWW Cayman, (xviii) 768 shares of our Class A common stock issuable upon the conversion of Series G preferred stock held of record by SBWW Cayman, (xix) 31,818,182 shares of our Class A common stock issuable upon the conversion of Series G-1 preferred stock held of record by SBWW Cayman, (xx) 6,121 shares of our Class A common stock issuable upon the conversion of Series AP-1 acquisition preferred stock held of record by SBWW Cayman and (xxi) 7 shares of our Class A common stock issuable upon the conversion of Series AP-2 acquisition preferred stock held of record by SBWW Cayman, but does not include shares of Class A common stock issuable upon the conversion of the 2019 warrant held by SBWW Cayman, as this warrant is not convertible within 60 days of August 12, 2019. The address for SVF AIV M1 is 251 Little Falls Drive, Wilmington, Delaware 19808. The address for SBWW Cayman is Walkers Corporate Limited, Cayman Corporate Centre, 27 Hospital Road, George Town, Grand Cayman KY1-9008, Cayman Islands. (5) Consists of (i) 658,873 shares of our Class B common stock held of record, in the aggregate, by ANINCENTCO1 LLC, ANINCENTCO2 LLC and ANINCENTCO3 LLC and (ii) the shares set forth in note (1) above as beneficially owned by WE Holdings LLC. Adam Neumann is the managing member of ANINCENTCO1 LLC, ANINCENTCO2 LLC and ANINCENTCO3 LLC and has sole voting power and shared dispositive power over all of the shares held by WE Holdings LLC. In addition, Adam Neumann holds profits interests in the We Company Partnership, of which 629,232 are vested as of August 12, 2019 and an additional 314,616 will be vested within 60 days after August 12, 2019. Adam Neumann has voting and dispositive power over all of these profits interests and has voting power over the shares of our Class C common stock corresponding to the vested profits interests. Adam Neumann also holds 118,730 Partnership Class B Units in the We Company Partnership, which were issued to WE Holdings LLC as described in “Certain Relationships and Related Party Transactions—Operating Partnership”. Adam Neumann has voting and dispositive power over these 118,730 partnership interests and has voting power over the shares of our Class C common stock corresponding to these partnership interests. (6) Consists of (i) 371,017 shares of our Class B common stock held of record by Artie Minson over which Artie Minson has dispositive power, (ii) 76,177 shares of our Class B common stock held by the Minson Annuity Trust dated June 2, 2015, of which Artie Minson is the trustee and over which shares Artie Minson has dispositive power, and (iii) 1,461,863 shares of our Class B common stock over which Artie Minson has the right to acquire dispositive power within 60 days after August 12, 2019 upon the exercise of stock options. WE Holdings LLC and Adam Neumann each hold an irrevocable proxy over all of the shares held by Artie Minson and Minson Annuity Trust dated June 2, 2015 pursuant to voting arrangements among WE Holdings LLC, Adam Neumann and such stockholders. In addition, Artie Minson holds profits interests in the We Company Partnership, none of which will be vested within 60 days after August 12, 2019. Artie has voting and dispositive power over all of these profits interests but does not have voting or dispositive power over any of the corresponding shares of our Class C common stock. (7) Consists of (i) 238,320 shares of our Class B common stock held of record by Jen Berrent over which Jen Berrent has dispositive power or the right to acquire dispositive power within 60 days after August 12, 2019, (ii) 99,551 shares of our Class B common stock held by the Berrent 2015 Annuity Trust dated June 1, 2015, of which Jen Berrent is the trustee and over which shares Jen Berrent has dispositive power, (iii) 10,669 shares of our Class A common stock over which Jen Berrent has the right to acquire dispositive power within 60 days after August 12, 2019 upon the exercise of stock options, (iv) 10,921 shares of our Class B common stock over which Jen Berrent has the right to acquire dispositive power within 60 days after August 12, 2019 upon the exercise of stock options and (v) 99,264 shares of our Class A common stock over which Jen Berrent will have dispositive power within 60 days after August 12, 2019 upon the vesting and settlement of restricted stock units for which the performance-based vesting condition will be satisfied upon the completion of this offering and for which the time-based vesting condition will be satisfied as of such date. WE Holdings LLC and Adam Neumann each hold an irrevocable proxy over all of the shares held by Jen Berrent and Berrent 2015 Annuity Trust dated June 1, 2015 pursuant to voting arrangements among WE Holdings LLC, Adam Neumann and such stockholders. In addition, Jen holds profits interests in the We Company Partnership, none of which will be vested within 60 days after August 12, 2019. Jen has voting and dispositive power over all of these profits interests but does not have voting or dispositive power over any of the corresponding shares of our Class C common stock. (8) Consists of (i) 749,799 shares of our Class B common stock held of record by the Frankfort Family Trust DTD 11/11/2003, of which Lew Frankfort is the settlor, (ii) 102,510 shares of our Class B common stock held by Benvolio Ventures LLC-Series WeWork and (iii) 1,247,033 shares of our Class A common stock issuable upon the conversion of Series C preferred stock held by Benvolio Ventures LLC-Series WeWork. Lew Frankfort is one of the managers of Benvolio Ventures LLC-Series WeWork and may be deemed to have voting and dispositive power over the shares held by Benvolio Ventures LLC-Series WeWork. 187