WGHTQ / WW International, Inc. - SEC-arkiveringar, Årsredovisning, Fullmaktsutlåtande

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Ru

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 14, 2026 WW INTERNATIONAL, IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 14, 2026 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fil

Weight Watchers Announces First Quarter 2026 Results Total End of Period Subscribers of 2.7 million; End of Period Clinical Subscribers of 197 thousand, up 46% year-over-year Revenue of $168 million; Clinical Subscription Revenue of $39 million, up 3

EX-99.1 Exhibit 99.1 Weight Watchers Announces First Quarter 2026 Results Total End of Period Subscribers of 2.7 million; End of Period Clinical Subscribers of 197 thousand, up 46% year-over-year Revenue of $168 million; Clinical Subscription Revenue of $39 million, up 32% year-over-year Reaffirms Full Year 2026 Financial Guidance Announces Fully Subscribed Debt Prepayment Solicitation as Part of

Business Update Building Integrated Weight Health Platform: Continuing to execute on our strategy to provide industry-leading weight health care, which we expect to drive superior member health outcomes and lifetime value. Profitable Clinical Growth:

EX-99.2 Exhibit 99.2 Business Update Building Integrated Weight Health Platform: Continuing to execute on our strategy to provide industry-leading weight health care, which we expect to drive superior member health outcomes and lifetime value. Profitable Clinical Growth: Q1 2026 Clinical Subscription Revenue grew 32% year-over-year and End of Period Clinical Subscribers grew 46% year-over-year, de

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 7, 2026 WW INTERNATIONAL, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 7, 2026 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW INTERN

SEPARATION AGREEMENT AND MUTUAL RELEASE

EXHIBIT 10.1 SEPARATION AGREEMENT AND MUTUAL RELEASE This Separation Agreement and Release (“Agreement”) is made by and between Jacqueline Cooke (“Employee”) and WW International, Inc., a Virginia corporation (the “Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”). RECITALS WHEREAS, Employee currently is employed by the Company in the role of Chief Lega

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2025 ANNUAL REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒    Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as p

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 27, 2026 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 27, 2026 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

Weight Watchers Announces Actions to Utilize Up to $40 million to Pay Down Debt

EX-99.1 Exhibit 99.1 Weight Watchers Announces Actions to Utilize Up to $40 million to Pay Down Debt NEW YORK (April 27, 2026) – WW International, Inc. (NASDAQ: WW) (“Weight Watchers” or the “Company”), the global leader in science-backed weight management, today announced that it intends to utilize up to $40 million in cash to prepay and reduce the principal amount of its outstanding term loan. T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 19, 2026 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 19, 2026 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

Weight Watchers Appoints Proven Healthcare Executive Heather Thiltgen to Board of Directors

EX-99.1 Exhibit 99.1 Weight Watchers Appoints Proven Healthcare Executive Heather Thiltgen to Board of Directors NEW YORK – April 20, 2026 – WW International, Inc. (Nasdaq: WW) (“Weight Watchers” or the “Company”), the global leader in science-backed weight management, today announced that it has appointed Heather Thiltgen to the Company’s Board of Directors, effective April 20, 2026. Ms. Thiltgen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 13, 2026 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 13, 2026 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

Weight Watchers Announces Board Committee Appointments

EX-99.1 Exhibit 99.1 Weight Watchers Announces Board Committee Appointments NEW YORK – April 9, 2026 – WW International, Inc. (Nasdaq: WW) (“Weight Watchers” or the “Company”), the global leader in science-backed weight management, today announced the following updates to the composition of its Board of Directors’ standing committees following the appointments of Lisa Gavales and Sue Gove as indep

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 6, 2026 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 6, 2026 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 6, 2026 WW INTERNATIONAL, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 6, 2026 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fi

Weight Watchers Appoints Lisa Gavales and Sue Gove to Board of Directors New, Independent Directors Bring Deep Consumer, Digital and Turnaround Expertise to Support Strategic Transformation

EX-99.1 Exhibit 99.1 Weight Watchers Appoints Lisa Gavales and Sue Gove to Board of Directors New, Independent Directors Bring Deep Consumer, Digital and Turnaround Expertise to Support Strategic Transformation NEW YORK – April 7, 2026 – WW International, Inc. (Nasdaq: WW) (“Weight Watchers” or the “Company”), the global leader in science-backed weight management, today announced that it has appoi

SECOND AMENDED AND RESTATED WW INTERNATIONAL, INC. (effective as of April 3, 2026) ARTICLE I MEETINGS OF SHAREHOLDERS

EX-3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED BYLAWS of WW INTERNATIONAL, INC. (effective as of April 3, 2026) ARTICLE I MEETINGS OF SHAREHOLDERS Section 1.1. Place of Meetings. Except as otherwise provided in the Third Amended and Restated Articles of Incorporation (as amended, hereinafter called the “Articles”) of WW International, Inc. (hereinafter called the “Corporation”), all meetings of th

Weight Watchers Announces Leadership Transition and Board Updates Office of the CEO Established to Oversee Business Operations Board Forms Transition Committee and Commences CEO Search

EX-99.1 Exhibit 99.1 WW Press Release FOR IMMEDIATE RELEASE Weight Watchers Announces Leadership Transition and Board Updates Office of the CEO Established to Oversee Business Operations Board Forms Transition Committee and Commences CEO Search NEW YORK – April 3, 2026 – WW International, Inc. (Nasdaq: WW) (“Weight Watchers” or the “Company”), the global leader in science-backed weight management,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 30, 2026 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 30, 2026 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

Weight Watchers Announces Fourth Quarter and Full Year 2025 Results 2025 Total Revenue and Adjusted EBITDA1,2 above high end of previously provided guidance Total End of Period Subscribers of 2.8 million; End of Period Clinical Subscribers of 130 tho

EX-99.1 Exhibit 99.1 Weight Watchers Announces Fourth Quarter and Full Year 2025 Results 2025 Total Revenue and Adjusted EBITDA1,2 above high end of previously provided guidance Total End of Period Subscribers of 2.8 million; End of Period Clinical Subscribers of 130 thousand, up 42% year-over-year with continued growth in first quarter 2026 Fourth Quarter Total Revenue of $163 million; Clinical S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 16, 2026 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 16, 2026 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

WW INTERNATIONAL, INC. TERM SHEET FOR PSU AWARDS (EMPLOYEE)

5004601718.4 EXHIBIT 10.11 WW INTERNATIONAL, INC. TERM SHEET FOR PSU AWARDS (EMPLOYEE) FOR GOOD AND VALUABLE CONSIDERATION, WW International, Inc., a Virginia corporation (the “Company”), hereby grants to the Participant identified below (the “Participant”) the aggregate number of Restricted Stock Units subject to the performance-vesting conditions specified below (“Performance Stock Units” or “PS

List of Subsidiaries of WW International, Inc.

EXHIBIT 21.1 List of Subsidiaries of WW International, Inc. Fortuity Pty. Ltd., incorporated in Australia WW Services (Aust) Pty Ltd, incorporated in Australia Vigilantes do Peso Marketing Ltda., incorporated in Brazil WW Canada, ULC, incorporated in Canada Weight Watchers de Colombia Ltda., incorporated in Colombia W Holdco, Inc., incorporated in Delaware Weekend Health, LLC, incorporated in Dela

RESTRICTED STOCK UNIT AWARDS (EMPLOYEE) REPRESENTATIONS AND WARRANTIES

EXHIBIT 10.10 WW INTERNATIONAL, INC. TERM SHEET FOR RESTRICTED STOCK UNIT AWARDS (EMPLOYEE) FOR GOOD AND VALUABLE CONSIDERATION, WW International, Inc., a Virginia corporation (the “Company”), hereby grants to the Participant identified below (the “Participant”) the aggregate number of Restricted Stock Units specified below, representing a contractual right to receive a Share (the “Award”) pursuan

Q4 2025 Shareholder Letter MARCH 16 2026 WEIGHT WATCHERS LESLEY MENOPAUSE MARIA MED+ CODY GLP-1SUCCESS PALMER POINTS CHERIA DIABETES KIMBERLY POINTS

EX-99.2 Exhibit 99.2 Q4 2025 Shareholder Letter MARCH 16 2026 WEIGHT WATCHERS LESLEY MENOPAUSE MARIA MED+ CODY GLP-1SUCCESS PALMER POINTS CHERIA DIABETES KIMBERLY POINTS The trusted global leader in weight health, combining science and community, helping our millions of members live their healthiest lives. 1 122531-006 14Mar26 22:36 Page 2 Business Update 2025 Performance Against Guidance: Total R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-16769 WW INTERNATIONAL, INC. (Ex

WW INTERNATIONAL, INC. TERM SHEET FOR CASH AWARD (EMPLOYEE)

EXHIBIT 10.12 WW INTERNATIONAL, INC. TERM SHEET FOR CASH AWARD (EMPLOYEE) FOR GOOD AND VALUABLE CONSIDERATION, WW International, Inc., a Virginia corporation (the “Company”), hereby grants to the Participant identified below (the “Participant”) a Cash Award as specified below (“Cash Award”), representing a contractual right to receive an amount in cash subject to achievement of applicable conditio

Prohibitions Against Trading On or Tipping Non-Public Information Prohibition on Hedging and Short-Term Trading The window period is also the time you would establish a trading program pursuant to a 10b5-1 Plan that can continue into closed periods.

EXHIBIT 19.1 WW International, Inc. Amended and Restated Securities Trading Policy Set forth below is the policy of WW International, Inc. and its subsidiaries (collectively, “WW”) regarding securities trading. This securities trading policy is subject to change without prior notification. WW, members of the Board of Directors (the “Board”) of WW (“Directors”) and WW employees must, at all times,

DESCRIPTION OF SECURITIES

EXHIBIT 4.1 DESCRIPTION OF SECURITIES The following summary of WW International, Inc.’s (the “Company”, “we” and “our”) securities is based on and qualified by the Company’s Third Amended and Restated Articles of Incorporation (“Articles”) and Amended and Restated Bylaws (“Bylaws”) and applicable Virginia law. For a complete description of the terms and provisions of the Company’s securities descr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 18, 2025 WW INTERNATIONA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): December 18, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commissio

As filed with the Securities and Exchange Commission on November 6, 2025

S-8 POS As filed with the Securities and Exchange Commission on November 6, 2025 Registration No.

As filed with the Securities and Exchange Commission on November 6, 2025

S-8 POS As filed with the Securities and Exchange Commission on November 6, 2025 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 6, 2025 WW INTERNATIONAL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 6, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission

As filed with the Securities and Exchange Commission on November 6, 2025

S-8 POS As filed with the Securities and Exchange Commission on November 6, 2025 Registration No.

As filed with the Securities and Exchange Commission on November 6, 2025

S-8 POS As filed with the Securities and Exchange Commission on November 6, 2025 Registration No.

Q3 2025 Shareholder Letter November 6, 2025 Keenan S. -130 lb*

EX-99.2 Exhibit 99.2 Q3 2025 Shareholder Letter November 6, 2025 Keenan S. -130 lb* The global trusted leader in weight health, combining science and community, helping our millions of members live their healthiest lives. 1 Clark V. -127 lb* Q3 reflected a significantly strengthened balance sheet as the Company’s first full quarter postrestructuring, with total debt reduced by more than 70% (~$1.1

AMENDMENT

EXHIBIT 10.3 AMENDMENT This Amendment (“Amendment”) is effective as of August 15, 2025 (the “Effective Date”), and pertains to the Consulting Services Agreement in place between WW International, Inc. (“WW”) and Donna Boyer (“Consultant”), dated July 15, 2025 (the “Agreement”). WHEREAS, WW and Consultant desire to amend the terms of the Agreement in the manner, and on the terms and conditions, pro

As filed with the Securities and Exchange Commission on November 6, 2025

S-8 POS As filed with the Securities and Exchange Commission on November 6, 2025 Registration No.

As filed with the Securities and Exchange Commission on November 6, 2025

S-8 POS As filed with the Securities and Exchange Commission on November 6, 2025 Registration No.

As filed with the Securities and Exchange Commission on November 6, 2025

S-8 POS As filed with the Securities and Exchange Commission on November 6, 2025 Registration No.

As filed with the Securities and Exchange Commission on November 6, 2025

S-8 POS As filed with the Securities and Exchange Commission on November 6, 2025 Registration No.

As filed with the Securities and Exchange Commission on November 6, 2025

S-8 As filed with the Securities and Exchange Commission on November 6, 2025 Registration No.

As filed with the Securities and Exchange Commission on November 6, 2025

S-8 POS As filed with the Securities and Exchange Commission on November 6, 2025 Registration No.

SECOND AMENDMENT

EXHIBIT 10.4 SECOND AMENDMENT This Second Amendment (“2nd Amendment”) is effective as of September 1, 2025 (the “Effective Date”), and pertains to the Consulting Services Agreement in place between WW International, Inc. (“WW”) and Donna Boyer (“Consultant”), dated July 15, 2025 (as amended, the “Agreement”). WHEREAS, WW and Consultant entered into an Amendment on August 15, 2025 to extend the ter

CONSULTING SERVICES AGREEMENT

EXHIBIT 10.2 CONSULTING SERVICES AGREEMENT In consideration of the mutual promises and undertakings set forth below and for other good and valuable consideration, WW International, Inc. (“Company”) and Donna Boyer (“Consultant”) agree to enter into this Consulting Services Agreement (“Agreement”) and expressly covenant as follows: 1. Term. The term of this Agreement shall be from July 14, 2025, to

Table 1: Newly Registered Securities

Calculation of Filing Fee Tables S-8 WW INTERNATIONAL, INC. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock Other 1,000,000 $ 34.30 $ 34,300,000.00 0.0001381 $ 4,736.83 Total Offering Amounts: $ 34,300,000

As filed with the Securities and Exchange Commission on November 6, 2025

S-8 POS As filed with the Securities and Exchange Commission on November 6, 2025 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW IN

INDEMNIFICATION AGREEMENT

EXHIBIT 10.1 INDEMNIFICATION AGREEMENT This Indemnification Agreement (this “Agreement”) is made and entered into as of , 20, between WW International, Inc., a Virginia corporation (the “Company”), and (“Indemnitee”). WHEREAS, the Board of Directors of the Company (the “Board”) has determined in accordance with its good faith business judgment that the ability to attract and retain qualified perso

WeightWatchers Announces Third Quarter 2025 Results End of Period Subscribers of 3.0 million, including Clinical Subscribers of 124 thousand Total Revenues of $172 million; Clinical Subscription Revenues of $26 million, up 35% year-over-year Net Loss

EX-99.1 Exhibit 99.1 WeightWatchers Announces Third Quarter 2025 Results End of Period Subscribers of 3.0 million, including Clinical Subscribers of 124 thousand Total Revenues of $172 million; Clinical Subscription Revenues of $26 million, up 35% year-over-year Net Loss of $58 million; Net Loss Margin of 33.4%; Adjusted EBITDA1 of $43 million and Adjusted EBITDA Margin1 of 24.9% Narrowing 2025 Gu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 9, 2025 WW INTERNATIONA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 9, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commissio

Amendment via Email Correspondence, dated May 30, 2025, to the Restructuring Support Agreement.

EXHIBIT 10.3 The following email was sent on May 30, 2025, on behalf of the Required Consenting Creditors and confirmed on behalf of the Company: STB team — subject to the Company’s agreement to the same, this email constitutes notice pursuant to section 13.19 of the Restructuring Support Agreement that the Required Consenting Creditors have elected to amend the Restructuring Support Agreement pur

WeightWatchers Announces Second Quarter 2025 Results Successful completion of strategic reorganization, reducing debt by $1.15 billion. In connection with emergence on 6/24/25, fiscal Q2 consists of a “Predecessor” period from 3/30/25 to 6/24/25, and

EX-99.1 Exhibit 99.1 WeightWatchers Announces Second Quarter 2025 Results Successful completion of strategic reorganization, reducing debt by $1.15 billion. In connection with emergence on 6/24/25, fiscal Q2 consists of a “Predecessor” period from 3/30/25 to 6/24/25, and a “Successor” period from 6/25/25 to 6/30/25 Combined End of Period Subscribers1 of 3.2 million; Combined End of Period Clinical

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW INTERNA

Form of Offer Letter for WW International, Inc. new directors.

EXHIBIT 10.6 WW International, Inc. 18 West 18th Street, 7th Floor New York, NY 10011 [DATE] VIA EMAIL [NAME], [EMAIL] Dear [NAME], I am very pleased to invite you to join the Board of Directors (the “Board”) of WW International, Inc. (the “Company”). We believe that you will be a great addition to the Board and are pleased that you have agreed to share your expertise with the Company. Your appoin

Q2 2025 Shareholder Letter • August 11, 2025

EX-99.2 Exhibit 99.2 Q2 2025 Shareholder Letter • August 11, 2025 The global trusted leader in weight health, combining science and community, helping our millions of members live their healthiest lives. WeightWatchers. Second Quarter Overview Successful completion of strategic reorganization, reducing debt by $1.15 billion. While Combined Revenues declined 6% y/y, ARPU increased for the third con

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 11, 2025 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 11, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission

WEIGHTWATCHERS COMPLETES FINANCIAL REORGANIZATION, STRENGTHENS LEADERSHIP, AND EXPANDS PROGRAM INNOVATION TO SUPPORT WOMEN THROUGH MENOPAUSE With renewed financial strength, WeightWatchers accelerates its transformation with the appointment of key ex

EX-99.1 Exhibit 99.1 WEIGHTWATCHERS COMPLETES FINANCIAL REORGANIZATION, STRENGTHENS LEADERSHIP, AND EXPANDS PROGRAM INNOVATION TO SUPPORT WOMEN THROUGH MENOPAUSE With renewed financial strength, WeightWatchers accelerates its transformation with the appointment of key executives including Dr. Kim Boyd as Chief Medical Officer The Company is advancing its first integrated women’s health initiative

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 7, 2025 WW INTERNATIONAL, IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 7, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 WW INTERNATIONAL, INC. (Exact name of registran

8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 11-6040273 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identificati

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The Nasdaq Stock Market LLC, 1100 New York Ave. NW, Suite 310E, Washington, DC 20005 Eun Ah Choi Senior Vice President Global Head of Regulatory Operations July 3, 2025 Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Division of Corporation Finance: This is to certify that on July 3, 2025, The Nasdaq Stock Market (the "Exchange") re

Amended and Restated Bylaws of WW International, Inc. (marked to show amendments)

EX-3.4 Exhibit 3.4 AMENDED AND RESTATED BYLAWS of WW INTERNATIONAL, INC. (effective as of May 13June 24, 20242025) ARTICLE I MEETINGS OF SHAREHOLDERS Section 1.1. Place of Meetings. Except as otherwise provided in the SecondThird Amended and Restated Articles of Incorporation (as amended, hereinafter called the “Articles”) of WW International, Inc. (hereinafter called the “Corporation”), all meeti

Amended and Restated Bylaws of WW International, Inc.

Exhibit 3.2 AMENDED AND RESTATED BYLAWS of WW INTERNATIONAL, INC. (effective as of June 24, 2025) ARTICLE I MEETINGS OF SHAREHOLDERS Section 1.1. Place of Meetings. Except as otherwise provided in the Third Amended and Restated Articles of Incorporation (as amended, hereinafter called the “Articles”) of WW International, Inc. (hereinafter called the “Corporation”), all meetings of the shareholders

Senior Secured Credit Agreement, dated as of June 24, 2025, among WW International, Inc., as borrower, the lenders party thereto and Wilmington Savings Fund Society, FSB, as administrative agent

Exhibit 10.1 SENIOR SECURED CREDIT AGREEMENT dated as of June 24, 2025, among WW INTERNATIONAL, INC., as Borrower, The Lenders Party Hereto and WILMINGTON SAVINGS FUND SOCIETY, FSB, as the Administrative Agent TABLE OF CONTENTS PAGE ARTICLE I DEFINITIONS 1 SECTION 1.01. Defined Terms 1 SECTION 1.02. Classification of Loans and Borrowings 70 SECTION 1.03. Terms Generally 70 SECTION 1.04. Accounting

WW International, Inc. 2025 Stock Incentive Plan

Exhibit 10.2 WW INTERNATIONAL, INC. 2025 STOCK INCENTIVE PLAN 1. Purpose of the Plan The purpose of the Plan is to aid the Company in recruiting and retaining employees, directors, advisors and consultants and to motivate such employees, directors, advisors and consultants to exert their best efforts on behalf of the Company Group by providing incentives through the granting of Awards. The Company

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 23, 2025 WW INTERNATIONAL, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 23, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fi

Third Amended and Restated Articles of Incorporation of WW International, Inc. (marked to show amendments)

Exhibit 3.3 SECONDTHIRD AMENDED AND RESTATED ARTICLES OF INCORPORATION of WW INTERNATIONAL, INC. (effective as of May 13June 24, 20242025) ARTICLE I The name of the Corporation shall be WW International, Inc. ARTICLE II The purpose for which the Corporation is formed is to transact any or all lawful business, not required to be specifically stated in these Articles of Incorporation, for which corp

Exhibit 3.1

EX-3.1 Exhibit 3.1 THIRD AMENDED AND RESTATED ARTICLES OF INCORPORATION of WW INTERNATIONAL, INC. (effective as of June 24, 2025) ARTICLE I The name of the Corporation shall be WW International, Inc. ARTICLE II The purpose for which the Corporation is formed is to transact any or all lawful business, not required to be specifically stated in these Articles of Incorporation, for which corporations

WeightWatchers’ Reorganization Plan Confirmed, Clears Path for Elimination of Majority of Legacy Debt Burden and Execution of Transformation Plan On Track to Exit Financial Reorganization Process Next Week, Company to Focus on Scaled Delivery of Its

EX-99.1 Exhibit 99.1 WeightWatchers’ Reorganization Plan Confirmed, Clears Path for Elimination of Majority of Legacy Debt Burden and Execution of Transformation Plan On Track to Exit Financial Reorganization Process Next Week, Company to Focus on Scaled Delivery of Its Comprehensive, Best-in-Class Weight Management Platform, Integrating Community, Behavioral, and Medical Solutions NEW YORK, N.Y.

Confirmation Order, dated June 17, 2025

Exhibit 2.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: WW INTERNATIONAL, INC., et al.,1 Debtors.   Chapter 11 Case No. 25-10829 (CTG) (Jointly Administered) Ref. Docket Nos. 17, 18, 142, 143, 160 & 172 FINDINGS OF FACT, CONCLUSIONS OF LAW, AND ORDER (I) APPROVING THE ADEQUACY OF THE DISCLOSURE STATEMENT AND THE PREPETITION SOLICITATION PROCEDURES AND (II) CONFIRMING

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 17, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 6, 2025 WW INTERNATIONAL, IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 6, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fil

DEBTORS’ SUPPLEMENTAL INFORMATION WITH RESPECT TO JOINT PLAN OF REORGANIZATION OF WW INTERNATIONAL, INC. AND ITS DEBTOR AFFILIATES Dated: June 12, 2025

EX-99.1 Exhibit 99.1 DEBTORS’ SUPPLEMENTAL INFORMATION WITH RESPECT TO JOINT PLAN OF REORGANIZATION OF WW INTERNATIONAL, INC. AND ITS DEBTOR AFFILIATES Dated: June 12, 2025 The Debtors hereby provide supplemental information with respect to the Reorganized Debtors’ business post-emergence, the equity allocation, and the risks associated with holding the New Common Equity. Capitalized terms used he

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 30, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fil

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: WW INTERNATIONAL, INC., et al.,1 Debtors.         Chapter 11 Case No. 25-10829 (CTG) Jointly Administered FIRST AMENDED JOINT PREPACKAGED PLAN OF REORGANIZATION OF WW INTERNATI

Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: WW INTERNATIONAL, INC., et al.,1 Debtors.         Chapter 11 Case No. 25-10829 (CTG) Jointly Administered FIRST AMENDED JOINT PREPACKAGED PLAN OF REORGANIZATION OF WW INTERNATIONAL, INC. AND ITS DEBTOR AFFILIATES Dated: May 30, 2025 SIMPSON THACHER & BARTLETT LLP Elisha D. Graff (admitted pro hac vice) Moshe A.

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission File

IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: WW INTERNATIONAL, INC., et al.,1 Debtors. Chapter 11 IMPORTANT: No chapter 11 case has been commenced as of distribution of this Disclosure Statement and Plan DISCLOSURE STATEM

Exhibit 99.1 IN THE UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF DELAWARE In re: WW INTERNATIONAL, INC., et al.,1 Debtors. Chapter 11 IMPORTANT: No chapter 11 case has been commenced as of distribution of this Disclosure Statement and Plan DISCLOSURE STATEMENT PURSUANT TO SECTION 1125 OF THE BANKRUPTCY CODE WITH RESPECT TO JOINT PLAN OF REORGANIZATION OF WW INTERNATIONAL, INC. AND ITS DEBTOR

Disclaimer This presentation (this “Presentation”) is being furnished to a limited number of parties who have expressed an interest in a GAAP financial measures of other companies may not be calculated in the same manner. These non-GAAP financial pot

Exhibit 99.3 Lender Presentation May 2025 Lender Presentation Disclaimer This presentation (this “Presentation”) is being furnished to a limited number of parties who have expressed an interest in a GAAP financial measures of other companies may not be calculated in the same manner. These non-GAAP financial potential transaction (the Potential Transaction ) with the Company. The Company does not i

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 6, 2025 WW INTERNATIONAL, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 6, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission File

Restructuring Support Agreement, dated as of May 6, 2025, among the Company Parties and the Consenting Creditors

EX-10.1 Exhibit 10.1 Execution Version THIS RESTRUCTURING SUPPORT AGREEMENT IS NOT AN OFFER OR ACCEPTANCE WITH RESPECT TO ANY SECURITIES OR A SOLICITATION OF ACCEPTANCES OF A CHAPTER 11 PLAN WITHIN THE MEANING OF SECTION 1125 OF THE BANKRUPTCY CODE. ANY SUCH OFFER OR SOLICITATION WILL COMPLY WITH ALL APPLICABLE SECURITIES LAWS AND/OR PROVISIONS OF THE BANKRUPTCY CODE. NOTHING CONTAINED IN THIS RES

WeightWatchers Takes Strategic Action to Eliminate $1.15 Billion of Debt, Strengthening Financial Position for Long-Term Growth and Profitability Operations continue with no impact to its more than three million members worldwide Positions the Compan

Exhibit 99.2 WeightWatchers Takes Strategic Action to Eliminate $1.15 Billion of Debt, Strengthening Financial Position for Long-Term Growth and Profitability Operations continue with no impact to its more than three million members worldwide Positions the Company to execute its transformation strategy, focused on enhancing its digital and member experience and expanding its telehealth business wh

Employment Agreement, dated February 26, 2025, by and between WW International, Inc. and Tara Comonte.

EXHIBIT 10.7 WW INTERNATIONAL, INC. February 26, 2025 BY HAND Ms. Tara Comonte Re: President and Chief Executive Officer Agreement Dear Tara: On behalf of WW International, Inc. (the “Company”), I am pleased to offer you the position of President and Chief Executive Officer of the Company on the terms and conditions set forth in this letter agreement (this “Agreement”). This Agreement amends and r

Transition Agreement and General Release, dated as of April 4, 2025, by and between WW International, Inc. and Donna Boyer.

EXHIBIT 10.4 TRANSITION AGREEMENT AND GENERAL RELEASE This Transition Agreement and General Release (“Agreement”) is made by and between Donna Boyer (“Employee”, “you,” “your,” or “yourself”) and WW International, Inc. (“Company”) (collectively referred to as the “Parties” or individually referred to as a “Party”). RECITALS WHEREAS, Employee currently is employed by the Company; WHEREAS, the Parti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW INTERN

Offer Letter, dated January 30, 2024, by and between WW International, Inc. and Jacqueline Cooke.

WW International, Inc. 675 Avenue of the Americas, 6th Floor New York, NY 10010 EXHIBIT 10.1 January 30, 2024 VIA E-MAIL Jacquie Cooke [ ] [ ] Dear Jacquie, I am pleased to confirm our offer of employment to you for the position of General Counsel and Secretary of WW International, Inc. (the “Company”). The details of your initial compensation and benefits are set forth below: 1. Title. Your title

Offer Letter, dated April 2, 2024, by and between WW International, Inc. and Donna Boyer.

WW International, Inc. 675 Avenue of the Americas, 6th Floor New York, NY 10010 EXHIBIT 10.3 April 2, 2024 VIA E-Mail Donna Boyer [ ] [ ] Dear Donna, I am pleased to confirm our offer of employment to you for the position of Chief Product Officer, reporting to Sima Sistani, Chief Executive Officer of WW International, Inc. (the “Company”). The details of your initial compensation and benefits are

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 6, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission File

Retention Award Agreement, dated February 25, 2025, by and between WW International, Inc. and Jacqueline Cooke.

EXHIBIT 10.2 WW INTERNATIONAL, INC. February 25, 2025 Jacqueline Cooke Via Email Re: Retention Award Agreement Dear Jacqueline: As you know, we consider your leadership and continued service and dedication to WW International, Inc., a Virginia corporation (together with its subsidiaries, the “Company”) important to the success of our business and the Company’s long-term future. To incentivize you

WW International, Inc. Announces First Quarter 2025 Results

EX-99.1 Exhibit 99.1 WW International, Inc. Announces First Quarter 2025 Results • Total End of Period Subscribers of 3.4 million, including 135 thousand End of Period Clinical Subscribers • Revenues of $186.6 million, down 9.7% vs. prior year period, including Clinical Subscription Revenues of $29.5 million, up 57.1% vs. prior year period • Subscription Revenues Per Paid Weeks up 4.8% vs. prior y

Offer Letter, dated as of November 26, 2024, by and between WW International, Inc. and Felicia DellaFortuna.

WW International, Inc. 675 Avenue of the Americas, 6th Floor New York, NY 10010 EXHIBIT 10.5 Via e-mail Felicia DellaFortuna [ ] [ ] Dear Felicia, I am pleased to confirm our offer of employment to you for the position of Chief Financial Officer, reporting to the Chief Executive Officer of WW International, Inc. (the “Company”). The details of your initial compensation and benefits are set forth b

Form of Continuity Agreement between WW International, Inc. and certain key executives (Chief Financial Officer and Chief Legal Officer).

EXHIBIT 10.8 CONTINUITY AGREEMENT This Agreement (the “Agreement”) is dated as of [DATE] (the “Effective Date”), by and between WW International, Inc., a Virginia corporation (the “Company”), and [NAME] (the “Executive”). WHEREAS, the Company’s Board of Directors (the “Board”) considers the continued services of key executives of the Company to be in the best interests of the Company and its stock

Retention Award Agreement, dated February 25, 2025, by and between WW International, Inc. and Felicia DellaFortuna.

EXHIBIT 10.6 WW INTERNATIONAL, INC. February 25, 2025 Felicia DellaFortuna Via Email Re: Retention Award Agreement Dear Felicia: As you know, we consider your leadership and continued service and dedication to WW International, Inc., a Virginia corporation (together with its subsidiaries, the “Company”) important to the success of our business and the Company’s long-term future. To incentivize you

ARS

2024 ANNUAL REPORT UNITEDSTATES SECURITIESANDEXCHANGECOMMISSION WASHINGTON,D.C.20549 FORM10-K ☒ ANNUALREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACTOF1934 ForthefiscalyearendedDecember28,2024 or ☐ TRANSITIONREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACTOF1934 Forthetransitionperiodfrom to Commissionfilenumber001-16769 WWINTERNATIONAL,INC. (Exactnameofregistrantasspecifiedin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒    Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as p

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 19, 2025 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 19, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

WW International, Inc. Amended and Restated Securities Trading Policy effective as of December 16, 2024.

EXHIBIT 19.1 WW International, Inc. Amended and Restated Securities Trading Policy Set forth below is the policy of WW International, Inc. and its subsidiaries (collectively, “WW”) regarding securities trading. This securities trading policy is subject to change without prior notification. WW, members of the Board of Directors (the “Board”) of WW (“Directors”) and WW employees must, at all times,

Subsidiaries of WW International, Inc.

EXHIBIT 21.1 List of Subsidiaries of WW International, Inc. Fortuity Pty. Ltd., incorporated in Australia WW Services (Aust) Pty Ltd, incorporated in Australia WW Belgium NV, incorporated in Belgium Vigilantes do Peso Marketing Ltda., incorporated in Brazil WW Canada, ULC, incorporated in Canada Weight Watchers de Colombia Ltda., incorporated in Colombia W Holdco, Inc., incorporated in Delaware We

Letter Agreement and Release, dated November 26, 2024, by and between WW Canada, ULC and Heather Stark.

EXHIBIT 10.26 November 26, 2024 DELIVERED BY ELECTRONIC MAIL CONFIDENTIAL WITHOUT PREJUDICE Ms. Heather Stark [Address] Re: Notice of Termination of Employment Dear Heather: Further to our discussions, we confirm that your employment with WW Canada, ULC (the “Company”) will terminate effective on December 27, 2024 (the “Separation Date”). This letter (this “Letter”) acts as notice of termination o

Description of Securities.

EXHIBIT 4.3 DESCRIPTION OF SECURITIES The following summary of WW International, Inc.’s (the “Company”, “we” and “our”) securities is based on and qualified by the Company’s Second Amended and Restated Articles of Incorporation (“Articles”) and Amended and Restated Bylaws (“Bylaws”) and applicable Virginia law. For a complete description of the terms and provisions of the Company’s securities desc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 28, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-16769 WW INTERNATIONAL, INC. (Ex

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 27, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commissio

WW International, Inc. Announces Fourth Quarter and Full Year 2024 Results

Exhibit 99.1 WW International, Inc. Announces Fourth Quarter and Full Year 2024 Results Fourth Quarter 2024 Financial Highlights • Total End of Period Subscribers of 3.3 million, including 92 thousand End of Period Clinical Subscribers • Revenues of $184.4 million; Subscription Revenues down 7.3% vs. prior year period, including Clinical Subscription Revenues of $20.5 million, up 57.9% vs. prior y

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 31, 2025 WW INTERNATIONAL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 31, 2025 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission

WW International, Inc. Announces CFO Transition

Exhibit 99.1 WW International, Inc. Announces CFO Transition NEW YORK (November 27, 2024) – WW International, Inc. (NASDAQ: WW) (“WeightWatchers,” “WW,” or the “Company”) today announced the appointment of Felicia DellaFortuna as Chief Financial Officer, effective January 1, 2025. She succeeds Heather Stark, who will remain with the Company through December 27, 2024. “We are thrilled to welcome Fe

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 26, 2024 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commissio

JOINT FILING AGREEMENT

EX-99.1 2 d859605dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including additional amendments thereto) with respect to the shares of Common Stock, $0.0000 par value per share, of WW Internati

WW / WW International, Inc. / BALYASNY ASSET MANAGEMENT LLC - SC 13G/A Passive Investment

SC 13G/A 1 d859605dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* WW International Inc (Name of Issuer) Common Stock, par value $0.00 per share (Title of Class of Securities) 98262P101 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriat

WW / WW International, Inc. / MORGAN STANLEY - MS AMENDMENT Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.1)* WW INTERNATIONAL, INC. - (Name of Issuer) Common Stock - (Title of Class of Securities) 98262P101 - (CUSIP Number) September 30, 2024 - (Date Of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to whi

WW / WW International, Inc. / Contrarius Investment Management Ltd - AMENDMENT TO FORM SC 13G Passive Investment

SC 13G/A 1 wwsch13ga-110824.htm AMENDMENT TO FORM SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2.                   WW INTERNATIONAL, INC.                  

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 28, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW IN

WW INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS AT (IN THOUSANDS) September 28, 2024 December 30, 2023 ASSETS CURRENT ASSETS Cash and cash equivalents $ 57,181 $ 109,366 Receivables (net of allowances: September 28, 2024 - $2,399

Exhibit 99.1 For more information, contact: Investors: John Mills or Anna Kate Heller [email protected] Media: Kelsey Merkel [email protected] WW International, Inc. Announces Third Quarter 2024 Results • End of Period Subscribers of 3.7 million • Revenues of $192.9 million • Gross margin of 67.1%; adjusted gross margin of 69.1% • Operating Loss of $39.0 million; adjusted operating inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 6, 2024 WW INTERNATIONAL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 6, 2024 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission

Term Sheet for Employee Restricted Stock Unit Awards and Form of Terms and Conditions for Employee Restricted Stock Unit Awards (Interim President and Chief Executive Officer Equity Award), dated September 27, 2024, by and between WW International, Inc. and Tara Comonte.

EXHIBIT 10.4 WW INTERNATIONAL, INC. TERM SHEET FOR EMPLOYEE RESTRICTED STOCK UNIT AWARDS FOR GOOD AND VALUABLE CONSIDERATION, WW International, Inc., a Virginia corporation (the “Company”), hereby grants to the employee identified below (the “Employee”) the aggregate number of Restricted Stock Units specified below which are ultimately payable in shares of Common Stock of the Company (the “RSU Awa

Termination Agreement and General Release, dated as of July 31, 2024, by and between WW (Switzerland) SA and Pierre-Olivier Latour.

EXHIBIT 10.1 Termination Agreement dated as of July 31, 2024 by and between WW (SWITZERLAND) SA (hereinafter the Company) IRoute de Saint-Cergue 303, 1195, Dully and Pierre-Olivier Latour (hereinafter the Employee) IRoute de Bursinel 26B, 1195 Dully (each a Party, and together the Parties) Table of Contents 1. Termination of Employment 3 2. Release from Obligation to Work and Commencement of New E

Letter Agreement, dated September 27, 2024, by and between WW International, Inc. and Tara Comonte.

EXHIBIT 10.3 WW INTERNATIONAL, INC. September 27, 2024 BY HAND Ms. Tara Comonte Re: Interim President and Chief Executive Officer Agreement Dear Tara: On behalf of WW International, Inc. (the “Company”), I am pleased to offer you the position of Interim President and Chief Executive Officer of the Company on the terms and conditions set forth in this letter agreement (this “Agreement”). You have a

Letter Agreement regarding separation matters, dated September 27, 2024, by and between WW International, Inc. and Sima Sistani.

EXHIBIT 10.2 September 27, 2024 Sima Sistani Via Email Re: Separation Matters Dear Sima, On September 27, 2024 (the “Separation Date”), the board of directors of WW International, Inc. (the “Company”) informed you that your employment with the Company had ended effective as of the Separation Date (the “Separation”). Reference is made to that certain Employment Agreement entered into between the Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 26, 2024 WW INTERNATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 26, 2024 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commissi

WeightWatchers Announces Executive Leadership Transition Independent Board Member Tara Comonte Will Serve as Interim Chief Executive Officer Sima Sistani Will Step Down as CEO and Director

Exhibit 99.1 WeightWatchers Announces Executive Leadership Transition Independent Board Member Tara Comonte Will Serve as Interim Chief Executive Officer Sima Sistani Will Step Down as CEO and Director NEW YORK, Sept. 27, 2024 (GLOBE NEWSWIRE) — WW International, Inc. (NASDAQ: WW) (“WeightWatchers,” “WW,” or the “Company”) announced today that WeightWatchers Board member Tara Comonte has been appo

WW INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS AT (IN THOUSANDS) June 29, 2024 December 30, 2023 ASSETS CURRENT ASSETS Cash and cash equivalents $ 42,709 $ 109,366 Receivables (net of allowances: June 29, 2024 - $2,025 and Decemb

Exhibit 99.1 For more information, contact: Investors: Corey Kinger  [email protected] Media: Kelsey Merkel [email protected] WW International, Inc. Announces Second Quarter 2024 Results • End of Period Subscribers of 3.8 million, including 81 thousand End of Period Clinical Subscribers • Revenues of $202.1 million • Gross margin of 67.9% • Operating Income of $35.9 million; excluding the net

Separation Agreement and General Release, dated May 21, 2024, by and between WW International, Inc. and Amanda Tolleson.

EXHIBIT 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE WW INTERNATIONAL, INC., which maintains its principal offices at 675 Avenue of the Americas, New York, NY 10010 (“Company”), and Amanda Tolleson (“you,” “your,” or “yourself”), with the intent to buy peace from future claims, enter into this Separation Agreement and General Release (“Agreement”) as follows: 1. Last Day of Employment/Execution o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Me UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW INTE

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 27, 2024 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fi

WW / WW International, Inc. / BlackRock Inc. Passive Investment

us98262p1012070824.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) WW INTERNATIONAL INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 98262P101 - (CUSIP Number) June 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to w

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report WW International, Inc. (Exact name of registrant as specified in its charter) Virginia 001-16769 (State or other jurisdiction of incorporati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report WW International, Inc. (Exact name of registrant as specified in its charter) Virginia 001-16769 (State or other jurisdiction of incorporation or organization) (Commission File Number) 675 Avenue of the Americas, 6th Floor, New York, New York 10010 (Address of principal executive offices)

Conflict Minerals Report of WW International, Inc.

Exhibit 1.01 WW International, Inc. Conflict Minerals Report For the reporting period from January 1, 2023 to December 31, 2023 This Conflict Minerals Report (this “Report”) of WW International, Inc. (the “Company”) has been prepared pursuant to Rule 13p-1 under the Securities Exchange Act of 1934, as amended (the “Rule”), for the reporting period January 1, 2023 to December 31, 2023 (the “Reporti

Marked Second Amended and Restated Articles of Incorporation of WW International, Inc.

EX-3.3 Exhibit 3.3 SECOND AMENDED AND RESTATED ARTICLES OF INCORPORATION of WW INTERNATIONAL, INC. (effective as of September 29May 13, 20192024) ARTICLE I The name of the Corporation shall be WW International, Inc. ARTICLE II The purpose for which the Corporation is formed is to transact any or all lawful business, not required to be specifically stated in these Articles of Incorporation, for whi

Second Amended and Restated Articles of Incorporation of WW International, Inc. (effective May 13, 2024) (filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K/A, as filed on May 24, 2024 (File No. 001-16769), and incorporated herein by reference).

Exhibit 3.1 SECOND AMENDED AND RESTATED ARTICLES OF INCORPORATION of WW INTERNATIONAL, INC. (effective as of May 13, 2024) ARTICLE I The name of the Corporation shall be WW International, Inc. ARTICLE II The purpose for which the Corporation is formed is to transact any or all lawful business, not required to be specifically stated in these Articles of Incorporation, for which corporations may be

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2024 W

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2024 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 17, 2024 WW INTERNATIONAL, IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 17, 2024 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fil

Amended and Restated Bylaws of WW International, Inc. (effective May 13, 2024) (filed as Exhibit 3.2 to the Company’s Current Report on Form 8-K, as filed on May 13, 2024 (File No. 001-16769), and incorporated herein by reference).

EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS of WW INTERNATIONAL, INC. (effective as of May 13, 2024) ARTICLE I MEETINGS OF SHAREHOLDERS Section 1.1. Place of Meetings. Except as otherwise provided in the Second Amended and Restated Articles of Incorporation (as amended, hereinafter called the “Articles”) of WW International, Inc. (hereinafter called the “Corporation”), all meetings of the share

Second Amended and Restated Articles of Incorporation of WW International, Inc. (effective May 13, 2024).

Exhibit 3.1 SECOND AMENDED AND RESTATED ARTICLES OF INCORPORATION of WW INTERNATIONAL, INC. (effective as of May 13, 2024) ARTICLE I The name of the Corporation shall be WW International, Inc. ARTICLE II The purpose for which the Corporation is formed is to transact any or all lawful business, not required to be specifically stated in these Articles of Incorporation, for which corporations may be

Marked Second Amended and Restated Articles of Incorporation of WW International, Inc.

Exhibit 3.3 SECOND AMENDED AND RESTATED ARTICLES OF INCORPORATION of WW INTERNATIONAL, INC. (effective as of September 29May 13, 20192024) ARTICLE I The name of the Corporation shall be WW International, Inc. ARTICLE II The purpose for which the Corporation is formed is to transact any or all lawful business, not required to be specifically stated in these Articles of Incorporation, for which corp

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2024 WW INTERNATIONAL, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2024 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission File

Marked Amended and Restated Bylaws of WW International, Inc.

Exhibit 3.4 AMENDED AND RESTATED BYLAWS of WW INTERNATIONAL, INC. (effective as of October 1May 13, 20202024) ARTICLE I MEETINGS OF SHAREHOLDERS Section 1.1. Place of Meetings. Except as otherwise provided in the Second Amended and Restated Articles of Incorporation (as amended, hereinafter called the “Articles”) of WW International, Inc. (hereinafter called the “Corporation”), all meetings of the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment No. 1)

Me UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numb

WW INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS AT (IN THOUSANDS) March 30, December 30, 2024 2023 ASSETS CURRENT ASSETS Cash and cash equivalents $ 66,615 $ 109,366 Receivables (net of allowances: March 30, 2024 - $1,887 and Dece

Exhibit 99.1 For more information, contact: Investors: Corey Kinger  [email protected] Media: [email protected] WW International, Inc. Announces First Quarter 2024 Results NOTE: The accompanying release updates the release previously issued by the Company on May 2, 2024, in order to correct the presentation of the Company’s Clinical End of Period Subscribers, Total End of Period Subscribers, Clinical

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 2, 2024 W

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 2, 2024 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 2, 2024 WW INTERNATIONAL, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 2, 2024 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission File

WW INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS AT (IN THOUSANDS) March 30, December 30, 2024 2023 ASSETS CURRENT ASSETS Cash and cash equivalents $ 66,615 $ 109,366 Receivables (net of allowances: March 30, 2024 - $1,887 and Dece

EX-99.1 Exhibit 99.1 For more information, contact: Investors: Corey Kinger  [email protected] Media: [email protected] WW International, Inc. Announces First Quarter 2024 Results • End of Period Subscribers of 4.0 million, including 91 thousand End of Period Clinical Subscribers • Revenues of $206.5 million • Gross margin of 66.7%; excluding the net impact of restructuring charges related to prior y

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Me UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW INT

ARS

2023 ANNUAL REPORT UNITEDSTATES SECURITIESANDEXCHANGECOMMISSION WASHINGTON,D.C.20549 FORM10-K ☒ ANNUALREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACTOF1934 ForthefiscalyearendedDecember30,2023 or ☐ TRANSITIONREPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIESEXCHANGEACTOF 1934 Forthetransitionperiodfrom to Commissionfilenumber001-16769 WWINTERNATIONAL,INC. (Exactnameofregistrantasspecifiedi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒       Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) Filed by the Registrant ☒       Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rul

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 14, 2024 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

WW International, Inc. Incentive Compensation Clawback Policy (as adopted on November 2, 2023 pursuant to Nasdaq Rule 5608).

EXHIBIT 97.1 WW INTERNATIONAL, INC. Incentive Compensation Clawback Policy (As Adopted on November 2, 2023 Pursuant to Nasdaq Rule 5608) 1. Overview. The Compensation and Benefits Committee (the “Committee”) of the Board of Directors (the “Board”) of WW International, Inc. (the “Company”) has adopted this Incentive Compensation Clawback Policy (the “Policy”) which requires the recoupment of certai

WW INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS AT (IN THOUSANDS)   December 30,   2023   December 31,   2022 ASSETS CURRENT ASSETS Cash and cash equivalents  $ 109,366  $ 178,326 Receivables (net of allowances: December 30, 2023

Exhibit 99.1 For more information, contact: Investors: Corey Kinger [email protected] Media: Kelsey Merkel [email protected] WW International, Inc. Announces Fourth Quarter and Full Year 2023 Results Fourth Quarter 2023 ● End of Period Subscribers of 3.8 million, including 67 thousand End of Period Clinical Subscribers ● Revenues of $206.0 million ● Gross margin of 60.6%; excluding the net im

Regulation FD Disclosure, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 26, 2024 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commissio

Subsidiaries of WW International, Inc.

EXHIBIT 21.1 List of Subsidiaries of WW International, Inc. Fortuity Pty. Ltd., incorporated in Australia WW Services (Aust) Pty Ltd, incorporated in Australia WW Belgium NV, incorporated in Belgium Vigilantes do Peso Marketing Ltda., incorporated in Brazil WW Canada, ULC, incorporated in Canada Weight Watchers de Colombia Ltda., incorporated in Colombia W Holdco, Inc., incorporated in Delaware We

Corey Kinger

Exhibit 99.2 For more information, contact: Investors: Corey Kinger [email protected] Media: Kelsey Merkel [email protected] WW International, Inc. Announces Upcoming Oprah Winfrey Board Transition Continued Collaboration to Advocate for and Elevate Conversation on Weight Health Ms. Winfrey to Donate Financial Interest in WeightWatchers to the National Museum of African American History and C

Employment Agreement, dated as of April 11, 2023, by and between WW (Switzerland) SA and Pierre-Olivier Latour.

Employment Agreement by and between Pierrre-Olivier Latour and WW (SWITZERLAND) SA EXHIBIT 10.

Separation Agreement and General Release, dated November 28, 2023, by and between WW International, Inc. and Michael F. Colosi.

EXHIBIT 10.25 SEPARATION AGREEMENT AND GENERAL RELEASE WW INTERNATIONAL, INC., which maintains its principal offices at 675 Avenue of the Americas, New York, NY 10010 (“Company”), and Michael F. Colosi (“you,” “your,” or “yourself”) enter into this Separation Agreement and General Release (“Agreement”) as follows: 1. Last Day of Employment/Execution of Agreement. Provided you comply with the terms

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-16769 WW INTERNATIONAL, INC. (Ex

US98262P1012 / Weight Watchers International, Inc. / BALYASNY ASSET MANAGEMENT LLC - SC 13G Passive Investment

SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 WW International Inc (Name of Issuer) Common Stock, par value $0.0000 per share (Title of Class of Securities) 98262P101 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this

JOINT FILING AGREEMENT

EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including additional amendments thereto) with respect to the shares of Common Stock, $0.0000 par value per share, of WW International Inc. This Joint Filing

US98262P1012 / Weight Watchers International, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02308-wwinternationalinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: WW International Inc Title of Class of Securities: Common Stock CUSIP Number: 98262P101 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to desi

US98262P1012 / Weight Watchers International, Inc. / Contrarius Investment Management Ltd - SCHEDULE FILED TO REPORT ACQUISITION OF BENEFICIAL OWNERSHIP Passive Investment

SC 13G 1 wwi-sc13g123123.htm SCHEDULE FILED TO REPORT ACQUISITION OF BENEFICIAL OWNERSHIP UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2. WW INTERNATIONAL, INC. (Name of Issuer) COMM

US98262P1012 / Weight Watchers International, Inc. / MORGAN STANLEY - MS INITIAL Passive Investment

SC 13G 1 WWInternationalIncWW.txt MS INITIAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* WW INTERNATIONAL, INC. - (Name of Issuer) Common Stock - (Title of Class of Securities) 98262P101 - (CUSIP Number) December 31, 2023 - (Date Of Event which Requires Filing of this Statement) Check the appropriat

US98262P1012 / Weight Watchers International, Inc. / BlackRock Inc. Passive Investment

SC 13G 1 us98262p1012012924.txt us98262p1012012924.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) WW INTERNATIONAL INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 98262P101 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box

US98262P1012 / Weight Watchers International, Inc. / MILLENNIUM MANAGEMENT LLC Passive Investment

SC 13G/A 1 WWSC13GA1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 1) WW INTERNATIONAL, INC. (Name of Issuer) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 98262P101 (CUSIP Number) DECEMBER 31, 2023 (Date of event which requires filing of this statement) Check the appropriate box to desi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 27, 2023 WW INTERNATIONA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 27, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

Me UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW

Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 2, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission

WW INTERNATIONAL, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS AT (IN THOUSANDS)   September 30,   2023   December 31,   2022 ASSETS CURRENT ASSETS Cash and cash equivalents  $ 107,498  $ 178,326 Receivables (net of allowances: September 30, 202

Exhibit 99.1 For more information, contact: Investors: Corey Kinger [email protected] Media: Kelsey Merkel [email protected] WW International, Inc. Announces Third Quarter 2023 Results ● End of Period Subscribers of 4.0 million ● Revenues of $214.9 million ● Gross margin of 66.0%; excluding the net impact of restructuring charges, adjusted gross margin of 66.2% ● Operating Income of $30.6 mil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 21, 2023 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 21, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission

% Change Adjusted for

EX-99.1 Exhibit 99.1 For more information, contact: Investors: Corey Kinger [email protected] Media: Kelsey Merkel [email protected] WW International, Inc. Announces Second Quarter 2023 Results • End of Period Subscribers of 4.1 million • Revenues of $226.8 million • Operating Income of $26.3 million; excluding the net impact of restructuring charges and acquisition transaction costs, adjuste

Amendment No. 1, dated as of June 2, 2023, in respect of the Credit Agreement (filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended July 1, 2023, as filed on August 3, 2023 (File No. 001-16769), and incorporated herein by reference).

Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 1 AMENDMENT NO. 1 dated as of June 2, 2023 (this “Amendment”), in respect of that certain Credit Agreement dated as of April 13, 2021 (as in effect prior to giving effect to this Amendment, the “Existing Credit Agreement”), among WW International, Inc., a Virginia corporation (the “Borrower”), the Lenders from time to time party thereto, and Bank of Ame

2023 Form of Term Sheet for Employee Performance Stock Unit Awards and 2023 Form of Terms and Conditions for Employee Performance Stock Unit Awards (Chief Executive Officer Annual Equity Award).

Exhibit 10.3 WW INTERNATIONAL, INC. TERM SHEET FOR EMPLOYEE PERFORMANCE STOCK UNIT AWARDS FOR GOOD AND VALUABLE CONSIDERATION, WW International, Inc., a Virginia corporation (the “Company”), hereby grants to the employee identified below (the “Employee”) the target number of Performance Stock Units (“PSUs”) specified below (the “PSU Award”). The PSU Award is ultimately payable, if at all, based on

Form of Term Sheet for Employee Restricted Stock Unit Awards and Form of Terms and Conditions for Employee Restricted Stock Unit Awards (Chief Executive Officer Annual Equity Award).

Exhibit 10.5 WW INTERNATIONAL, INC. TERM SHEET FOR EMPLOYEE RESTRICTED STOCK UNIT AWARDS FOR GOOD AND VALUABLE CONSIDERATION, WW International, Inc., a Virginia corporation (the “Company”), hereby grants to the employee identified below (the “Employee”) the aggregate number of Restricted Stock Units specified below which are ultimately payable in shares of Common Stock of the Company (the “RSU Awa

Separation Agreement and General Release, dated April 12, 2023, by and between WW International, Inc. and Michael Lysaght.

Exhibit 10.2 SEPARATION AGREEMENT AND GENERAL RELEASE WW INTERNATIONAL, INC., which maintains its principal offices at 675 Avenue of the Americas, New York, NY 10010 (“Company”), and Michael Lysaght (“you,” “your,” or “yourself”), with the intent to buy peace from future claims, enter into this Separation Agreement and General Release (“Agreement”) as follows: 1. Last Day of Employment/Execution o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 3, 2023 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 3, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 1, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW INTERNAT

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): July 31, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fi

Corey Kinger

Exhibit 99.1 For more information, contact: Investors: Corey Kinger [email protected] Media: Kelsey Merkel [email protected] William Shrank, MD, Former Chief Medical Officer at Humana, to Join WW International, Inc. Board of Directors NEW YORK (August 3, 2023) – WW International, Inc. (NASDAQ: WW), known as WeightWatchers, announced today that William Shrank, MD, MSHS, Venture Partner of Bio

2023 Form of Term Sheet for Employee Performance Stock Unit Awards and 2023 Form of Terms and Conditions for Employee Performance Stock Unit Awards (filed as Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended July 1, 2023, as filed on August 3, 2023 (File No. 001-16769), and incorporated herein by reference).

Exhibit 10.4 WW INTERNATIONAL, INC. TERM SHEET FOR EMPLOYEE PERFORMANCE STOCK UNIT AWARDS FOR GOOD AND VALUABLE CONSIDERATION, WW International, Inc., a Virginia corporation (the “Company”), hereby grants to the employee of the Company or its Affiliates identified below (the “Employee”) the target number of Performance Stock Units (“PSUs”) specified below (the “PSU Award”). The PSU Award is ultima

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 2, 2023 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 2, 2023 WW INTERNATIONAL, INC . (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission

EXPLANATORY NOTE

EXHIBIT 99.1 EXPLANATORY NOTE WW International, Inc. is filing this exhibit (the “Exhibit”) to reflect changes to the presentation of its financial information as set forth in its Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Form 10-K”), as filed with the Securities and Exchange Commission on March 6, 2023. This Exhibit is being filed solely to present retrospectively

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 10, 202

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 10, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorpor

WEEKEND HEALTH, INC. FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022

EX-99.2 Exhibit 99.2 WEEKEND HEALTH, INC. FINANCIAL STATEMENTS MARCH 31, 2023 AND 2022 WEEKEND HEALTH, INC. TABLE OF CONTENTS Page No. Consolidated Balance Sheets at March 31, 2023 and December 31, 2022 2 Consolidated Statements of Operations and Comprehensive Income (Loss) for the three months ended March 31, 2023 and March 31, 2022 3 Consolidated Statements of Changes in Preferred Stock and Stoc

Unaudited Pro Forma Condensed Combined Financial Information of WW International, Inc. and Subsidiaries as of April 1, 2023, for the year ended December 31, 2022, and for the three months ended April 1, 2023 (in thousands, except for per share amount

EX-99.3 Exhibit 99.3 Unaudited Pro Forma Condensed Combined Financial Information of WW International, Inc. and Subsidiaries as of April 1, 2023, for the year ended December 31, 2022, and for the three months ended April 1, 2023 (in thousands, except for per share amounts) Introduction On April 10, 2023 (the “Closing Date”), WW International, Inc., a Virginia corporation (the “Company”) completed

WEEKEND HEALTH, INC. FINANCIAL STATEMENTS DECEMBER 31, 2022 AND 2021

EX-99.1 Exhibit 99.1 WEEKEND HEALTH, INC. FINANCIAL STATEMENTS DECEMBER 31, 2022 AND 2021 WEEKEND HEALTH, INC. TABLE OF CONTENTS Page No. Report of Independent Auditors 2 Consolidated Balance Sheets at December 31, 2022 and December 31, 2021 4 Consolidated Statements of Operations and Comprehensive Loss for the years ended December 31, 2022 and December 31, 2021 5 Consolidated Statements of Change

Conflict Minerals Report of WW International, Inc.

EX-1.01 Exhibit 1.01 WW International, Inc. Conflict Minerals Report For the reporting period from January 1, 2022 to December 31, 2022 This Conflict Minerals Report (this “Report”) of WW International, Inc. (the “Company”) has been prepared pursuant to Rule 13p-1 under the Securities Exchange Act of 1934, as amended (the “Rule”), for the reporting period January 1, 2022 to December 31, 2022 (the

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report WW International, Inc. (Exact name of registrant as specified in its charter) Virginia 001-16769 (State or other jurisdiction of incorporati

SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report WW International, Inc. (Exact name of registrant as specified in its charter) Virginia 001-16769 (State or other jurisdiction of incorporation or organization) (Commission File Number) 675 Avenue of the Americas, 6th Floor, New York, New York 10010 (Address of principal executive office

Corey Kinger

EX-99.1 Exhibit 99.1 For more information, contact: Investors: Corey Kinger [email protected] Media: Kelsey Merkel [email protected] Tara Comonte, CEO TMRW Life Sciences, to Join WW International, Inc. Board of Directors NEW YORK (May 15, 2023) – WW International, Inc., (NASDAQ: WW) known as WeightWatchers, announced today that Tara Comonte, CEO of TMRW Life Sciences, Inc. (TMRW), has been ap

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 12, 2023 WW INTERNATIONAL, IN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 12, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fil

US98262P1012 / Weight Watchers International, Inc. / Westend S.A. - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 15)* WW INTERNATIONAL, INC. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 98262P101 (CUSIP Number) Anne Goffard Westend S.A. 44, Rue de la Vallée L-2661 Luxembourg Luxembourg (+352) 22.42.59-1 Copies to: Kenneth B. Walla

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2023 WW INTERNATIONAL, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 9, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission File

US98262P1012 / Weight Watchers International, Inc. / BlackRock Inc. Passive Investment

us98262p1012050423.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 2) WW INTERNATIONAL INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 98262P101 - (CUSIP Number) April 30, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

Agreement and Plan of Merger, dated as of March 4, 2023, by and among WW International, Inc., Well Holdings, Inc., Weekend Health, Inc. (“Weekend Health”) and Fortis Advisors LLC, solely in its capacity as the Equityholders’ Representative (as defined therein) for Weekend Health (filed as Exhibit 2.1 to the Company’s Quarterly Report on Form 10-Q for the fiscal quarter ended April 1, 2023, as filed on May 4, 2023 (File No. 001-16769), and incorporated herein by reference).

EXHIBIT 2.1 STRICTLY CONFIDENTIAL Execution Version AGREEMENT AND PLAN OF MERGER BY AND AMONG WW International, Inc. Well Holdings, INC. Weekend Health, Inc. and THE EQUITYHOLDERS’ REPRESENTATIVE NAMED HEREIN Dated as of March 4, 2023 TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS 2 1.1 Definitions 2 Article II THE MERGER 21 2.1 The Merger 21 2.2 Closing 21 2.3 Effective Time 21 2.4 Effects

Employment Agreement, dated May 1, 2023, by and between WW Canada, ULC and Heather Stark (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K, as filed on May 4, 2023 (File No. 001-16769), and incorporated herein by reference).

EX-10.1 Exhibit 10.1 WW CANADA, ULC May 1, 2023 PRIVATE AND CONFIDENTIAL Ms. Heather Stark 1710 Heritage Way Oakville, ON L6M 2Z9 Dear Heather: WW Canada, ULC (the “Company”) is pleased to offer you continued employment on the terms and conditions set out in this employment agreement (the “Agreement”). You are entering into this Agreement in consideration of the terms and conditions set out herein

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 1, 2023 WW INTERNATIONAL, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 1, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 1, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW INTERNA

% Change Adjusted for

EX-99.1 Exhibit 99.1 For more information, contact: Investors: Corey Kinger [email protected] Media: Kelsey Merkel [email protected] WW International, Inc. Announces First Quarter 2023 Results • End of Period Subscribers of 4.0 million • Revenues of $241.9 million • Operating Loss of $28.6 million; excluding the net impact of restructuring charges, adjusted operating loss of $5.9 million • Fu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 4, 2023 WW INTERNATIONAL, INC

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 4, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission File

WW International, Inc. Completes Acquisition of Sequence

EX-99.1 Exhibit 99.1 For more information, contact: Investors: Corey Kinger [email protected] Media: Kelsey Merkel [email protected] WW International, Inc. Completes Acquisition of Sequence NEW YORK (April 10, 2023) – WW International, Inc. (NASDAQ: WW) (“WeightWatchers,” “WW,” or the “Company”) today announced it has completed its acquisition of Weekend Health, Inc., d/b/a Sequence, a subscr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Ru

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 12, 2023 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 12, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 10, 2023 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 10, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

US98262P1012 / Weight Watchers International, Inc. / BlackRock Inc. Passive Investment

us98262p1012040523.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 1) WW INTERNATIONAL INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 98262P101 - (CUSIP Number) March 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permi

US98262P1012 / Weight Watchers International, Inc. / MILLENNIUM MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 WW INTERNATIONAL, INC. (Name of Issuer) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 98262P101 (CUSIP Number) MARCH 24, 2023 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Schedule

US98262P1012 / Weight Watchers International, Inc. / MILLENNIUM MANAGEMENT LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 WW INTERNATIONAL, INC. (Name of Issuer) COMMON STOCK, NO PAR VALUE (Title of Class of Securities) 98262P101 (CUSIP Number) MARCH 17, 2023 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuant to which this Schedule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 20, 2023 WW INTERNATIONAL,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 20, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

Corey Kinger

EX-99.1 Exhibit 99.1 For more information, contact: Investors: Corey Kinger [email protected] Media: Kelsey Merkel [email protected] WW International, Inc. Announces Upcoming Changes to Board of Directors NEW YORK (March 23, 2023) – WW International, Inc. (NASDAQ: WW) (“WeightWatchers,” “WW,” or the “Company”) announced several upcoming changes to its Board of Directors (the “Board”) in conne

Kelsey Merkel

EX-99.2 Exhibit 99.2 For more information, contact: Media: Kelsey Merkel [email protected] Investors: Corey Kinger [email protected] WeightWatchers to Acquire Sequence, a Digital Health Platform for Clinical Weight Management First-of-Its-Kind Weight Management Solution to Pair WeightWatchers Proven Nutrition and Behavioral Science with the Sequence Clinical Platform NEW YORK (March 6, 2023)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 4, 2023 WW INTERNATIONAL, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 4, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fi

Subsidiaries of WW International, Inc.

EXHIBIT 21.1 List of Subsidiaries of WW International, Inc. Fortuity Pty. Ltd., incorporated in Australia WW Services (Aust) Pty Ltd, incorporated in Australia WW Belgium NV, incorporated in Belgium Vigilantes do Peso Marketing Ltda., incorporated in Brazil WW Canada, ULC, incorporated in Canada Weight Watchers de Colombia Ltda., incorporated in Colombia W Holdco, Inc., incorporated in Delaware WW

Summary of Employment and Compensation Arrangements of Heather Stark.

EXHIBIT 10.40 Summary of Employment and Compensation Arrangements of Heather Stark The following is a summary of Heather Stark’s employment and compensation arrangements with WW International, Inc. (the “Company”) as of March 1, 2023. • Employer: WW Canada, ULC, a subsidiary of the Company • Title: Interim Principal Financial Officer • Effective Date: Ms. Stark assumed the role of Interim Principa

Separation Agreement and General Release, dated November 30, 2022, by and between WW International, Inc. and Amy O’Keefe.

EXHIBIT 10.36 SEPARATION AGREEMENT AND GENERAL RELEASE WW INTERNATIONAL, INC., which maintains its principal offices at 675 Avenue of the Americas, New York, NY 10010 (“Company”), and Amy O’Keefe (“you,” “your,” or “yourself”) enter into this Separation Agreement and General Release (“Agreement”) as follows: 1. Last Day of Employment/Execution of Agreement. Provided you comply with the terms and c

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-16769 WW INTERNATIONAL, INC. (Ex

% Change Adjusted for

EX-99.1 2 d461379dex991.htm EX-99.1 Exhibit 99.1 For more information, contact: Investors: Corey Kinger [email protected] Media: Kelsey Merkel [email protected] WW International, Inc. Announces Fourth Quarter and Full Year 2022 Results WeightWatchers announces agreement to acquire Sequence, a digital health platform for clinical weight management Fourth Quarter 2022 • End of Period Subscriber

Letter Agreement, dated July 14, 2022, by and between WW International, Inc. and Amanda Tolleson.

EXHIBIT 10.41 WW International, Inc. 675 Sixth Avenue, 6th Floor New York, NY 10010 July 14, 2022 VIA E-MAIL Amanda Tolleson Dear Amanda, I am pleased to confirm our offer of employment to you for the position of Chief Marketing Officer of WW International, Inc. (the “Company”). The details of your initial compensation and benefits are set forth below: 1. Title. Your title shall be Chief Marketing

US98262P1012 / Weight Watchers International, Inc. / Senvest Management, LLC - WW INTERNATIONAL, INC. Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* WW International, Inc. (Name of Issuer) Common Stock, no par value (Title of Class of Securities) 98262P101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

US98262P1012 / Weight Watchers International, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv02276-wwinternationalinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: WW International Inc. Title of Class of Securities: Common Stock CUSIP Number: 98262P101 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to des

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 30, 2023 WW INTERNATIONAL

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 30, 2023 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission

US98262P1012 / Weight Watchers International, Inc. / BlackRock Inc. Passive Investment

us98262p1012012423.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) WW INTERNATIONAL INC - (Name of Issuer) Common Stock - (Title of Class of Securities) 98262P101 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 30, 2022 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commissio

Jennifer Cho

Exhibit 99.1 For more information, contact: Media: Jennifer Cho [email protected] Investors: Corey Kinger [email protected] WW International, Inc. Announces Leadership Changes: Departure of Chief Financial Officer, Amy O?Keefe Appointment of new Chief People Officer, Tiffany Stevenson David Cohen named Chief Data Officer NEW YORK, NY (November 30, 2022) ? WW International, Inc. (NASDAQ: WW) (?

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 1, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW INTER

% Change Adjusted for

EX-99.1 Exhibit 99.1 For more information, contact: Investors: Corey Kinger VP Investor Relations [email protected] Media: Nicole Penn VP Corporate Communications [email protected] WW Announces Third Quarter 2022 Results • Q3 2022 End of Period Subscribers of 3.8 million • Q3 2022 Revenues of $249.7 million • Q3 2022 Gross Margin of 61.0% • Q3 2022 Operating Loss of $254.5 million primarily due

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 3, 2022 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 2, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW INTERNAT

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 4, 2022 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

Separation Agreement and General Release, dated as of May 26, 2022, by and between WW International, Inc. and Nicholas Hotchkin.

Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE WW INTERNATIONAL, INC., which maintains its principal offices at 675 Avenue of the Americas, New York, NY 10010 (?Company?), and Nick Hotchkin (?you,? ?your,? or ?yourself?), with the intent to buy peace from future claims, enter into this Separation Agreement and General Release (?Agreement?) as follows: 1.Last Day of Employment/Execution of A

% Change Adjusted for

Exhibit 99.1 For more information, contact: Investors: Corey Kinger VP Investor Relations [email protected] Media: Nicole Penn VP Corporate Communications [email protected] WW Announces Second Quarter 2022 Results ? Q2 2022 End of Period Subscribers of 4.3 million ? Q2 2022 Revenues of $269.5 million ? Q2 2022 Gross Margin of 60.5%; Q2 2022 adjusted gross margin of 61.9% excluding the net impac

WW / Weight Watchers International, Inc. / MILLER VALUE PARTNERS, LLC - MILLER VALUE PARTNERS, LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* WW INTERNATIONAL, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 9826P101 (CUSIP Number) June 30, 2022 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report WW International, Inc. (Exact name of registrant as specified in its charter) Virginia 001-16769 (State or other jurisdiction of incorporati

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM SD Specialized Disclosure Report WW International, Inc. (Exact name of registrant as specified in its charter) Virginia 001-16769 (State or other jurisdiction of incorporation or organization) (Commission File Number) 675 Avenue of the Americas, 6th Floor, New York, New York 10010 (Address of principal executive offices)

Conflict Minerals Report of WW International, Inc.

EX-1.01 2 d358764dex101.htm EX-1.01 Exhibit 1.01 WW International, Inc. Conflict Minerals Report For the reporting period from January 1, 2021 to December 31, 2021 This Conflict Minerals Report (this “Report”) of WW International, Inc. (the “Company”) has been prepared pursuant to Rule 13p-1 under the Securities Exchange Act of 1934, as amended (the “Rule”), for the reporting period January 1, 202

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 10, 2022 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fil

As filed with the Securities and Exchange Commission on May 5, 2022

As filed with the Securities and Exchange Commission on May 5, 2022 Registration No.

% Change Adjusted for

Exhibit 99.1 For more information, contact: Investors: Corey Kinger VP Investor Relations [email protected] Media: Joe Quenqua Chief Communications Officer [email protected] Nicole Penn VP Corporate Communications [email protected] WW Announces First Quarter 2022 Results • Q1 2022 End of Period Subscribers of 4.5 million • Q1 2022 Revenues of $298 million • Q1 2022 Gross Margin of 60.5% • Q1 2

Filing Fees.

Exhibit 107.1 Calculation of Filing Fee Tables Form S-8 (Form Type) WW International, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit(2) Maximum Aggregate Offering Price(2) Fee Rate Amount of Registration Fee Equity Common Stock Oth

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 5, 2022 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission File

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 2, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-16769 WW INTERNA

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Costs Associated with Exit or Disposal Activities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 19, 2022 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (RULE 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permi

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 15, 2022 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission F

US98262P1012 / Weight Watchers International, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: WW International Inc. Title of Class of Securities: Common Stock CUSIP Number: 98262P101 Date of Event Which Requires Filing of this Statement: February 28, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended January 1, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-16769 WW INTERNATIONAL, INC. (Exac

Subsidiaries of WW International, Inc.

EXHIBIT 21.1 List of Subsidiaries of WW International, Inc. Fortuity Pty. Ltd., incorporated in Australia WW Services (Aust) Pty Ltd, incorporated in Australia WW Belgium NV, incorporated in Belgium Vigilantes do Peso Marketing Ltda., incorporated in Brazil WW Canada, Ltd., incorporated in Canada Weight Watchers Asia Holdings Ltd., incorporated in the Cayman Islands Weight Watchers de Colombia Ltd

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 1, 2022 WW INTERNATIONAL, INC. (Exact name of registrant as specified in its charter) Virginia 001-16769 11-6040273 (State or other jurisdiction of incorporation) (Commission Fi

Second Amended and Restated Continuity Agreement between WW International, Inc. and certain key executives (filed as Exhibit 10.27 to the Company’s Annual Report on Form 10-K for the fiscal year ended January 1, 2022, as filed on March 1, 2022 (File No. 001-16769), and incorporated herein by reference).

EXHIBIT 10.27 CONTINUITY AGREEMENT This Agreement (the ?Agreement?) is dated as of [DATE] (the ?Effective Date?), by and between WW International, Inc., a Virginia corporation (the ?Company?), and [NAME] (the ?Executive?). WHEREAS, the Company?s Board of Directors (the ?Board?) considers the continued services of key executives of the Company to be in the best interests of the Company and its stoc

% Change Adjusted for

Exhibit 99.1 For more information, contact: Investors: Corey Kinger VP Investor Relations [email protected] Media: Joe Quenqua Chief Communications Officer [email protected] Nicole Penn VP Corporate Communications [email protected] WW Announces Fourth Quarter and Full Year 2021 Results ? FY 2021 End of Period Subscribers of 4.2 million ? Q4 2021 Revenues of $276 million ? FY 2021 Revenues of $

Description of Securities (filed as Exhibit 4.3 to the Company’s Annual Report on Form 10-K for the fiscal year ended January 1, 2022, as filed on March 1, 2022 (File No. 001-16769), and incorporated herein by reference).

EXHIBIT 4.3 DESCRIPTION OF SECURITIES The following summary of WW International, Inc.?s (the ?Company?, ?we? and ?our?) securities is based on and qualified by the Company?s Amended and Restated Articles of Incorporation (the ?Articles?) and Amended and Restated Bylaws (the ?Bylaws?). For a complete description of the terms and provisions of the Company?s securities described herein, including its

Form of Term Sheet for Stock Option Awards and Form of Terms and Conditions for Employee Stock Option Awards (Chief Executive Officer Initial Equity Award—Inducement Grant Award) (filed as Exhibit 10.4 to the Company’s Current Report on Form 8-K, as filed on February 24, 2022 (File No. 001-16769), and incorporated herein by reference).

Exhibit 10.4 WW INTERNATIONAL, INC. TERM SHEET FOR EMPLOYEE STOCK OPTION AWARDS FOR GOOD AND VALUABLE CONSIDERATION, WW International, Inc., a Virginia corporation (the ?Company?), hereby grants to the employee of the Company or its Affiliates as identified below (the ?Employee?) an Option to purchase the aggregate number of shares of Common Stock of the Company specified below (the ?Option Award?

Form of Term Sheet for Stock Option Awards and Form of Terms and Conditions for Employee Stock Option Awards (Chief Executive Officer Initial Equity Award—Stock Incentive Plan Award) (filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K, as filed on February 24, 2022 (File No. 001-16769), and incorporated herein by reference).

Exhibit 10.3 WW INTERNATIONAL, INC. TERM SHEET FOR EMPLOYEE STOCK OPTION AWARDS FOR GOOD AND VALUABLE CONSIDERATION, WW International, Inc., a Virginia corporation (the ?Company?), hereby grants to the employee of the Company or its Affiliates as identified below (the ?Employee?) an Option to purchase the aggregate number of shares of Common Stock of the Company specified below (the ?Option Award?

SIMA SISTANI NAMED CEO OF WW INTERNATIONAL, INC. The Co-Founder and CEO of Houseparty and Executive at Epic Games Joins WW as CEO on March 21 Completing Planned Leadership Transition

Exhibit 99.1 For more information, contact: Joe Quenqua, WW Chief Communications Officer [email protected] SIMA SISTANI NAMED CEO OF WW INTERNATIONAL, INC. The Co-Founder and CEO of Houseparty and Executive at Epic Games Joins WW as CEO on March 21 Completing Planned Leadership Transition NEW YORK, NY (February 24, 2022)?WW International, Inc. (NASDAQ: WW) announced today that Sima Sistani, the C