of this Current Report on Form 8-K, including the text of the press release attached as Exhibit 99.1 and the Shareholder Letter attached as Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information contained in Items 2.02 and 9.01 of this Current Report on Form 8-K shall not be incorporated by reference into any reg…

President and Chief Executive Officer — Tara Comonte: The CEO resigned from her position and entered into a settlement agreement.

of this Current Report on Form 8-K, including the text of the press release attached as Exhibit 99.1 and the Shareholder Letter attached as Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information contained in Items 2.02 and 9.01 of this Current Report on Form 8-K shall not be incorporated by reference into any reg…

Regulation FD Disclosure. On April 27, 2026, WW International, Inc. (the “Company”) issued a press release announcing the Company’s intention to utilize up to $40 million to prepay and reduce the principal amount of its outstanding term loan. The prepayment will be comprised of the following two components: • $25 million to $30 million in aggregate principal amount of prepayment in cash of the annual cash sweep amount, which is due to be paid on June 24, 2026; and • a voluntary solicitation f…

Director — Heather Thiltgen: Heather Thiltgen was elected as a new director and joined the Compensation and Benefits Committee.

Regulation FD Disclosure. A copy of the Company’s press release announcing the election of Ms. Thiltgen to the Board has been furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information contained in Items 7.01 and 9.01 of this Current Report on Form 8-K, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information…

Director — Michael Mason: Mr. Michael Mason resigned from the Board for personal reasons.

Director — Lisa Gavales, Sue E. Gove: Election of new directors with committee assignments.

Director — Lisa Gavales, Sue E. Gove: Two new directors were elected to the Board of Directors.

Regulation FD Disclosure . A copy of the Company’s press release announcing the election of Ms. Gavales and Ms. Gove to the Board has been furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information contained in Items 7.01 and 9.01 of this Current Report on Form 8-K, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The…

President and CEO — Tara Comonte: Tara Comonte resigned as President and CEO without a named successor.

of this Current Report on Form 8-K, including the text of the press release attached as Exhibit 99.1 and the Shareholder Letter attached as Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information contained in Items 2.02 and 9.01 of this Current Report on Form 8-K shall not be incorporated by reference into any reg…

Approval and adoption of new equity and cash award agreements.

of this Current Report on Form 8-K, including the text of the press release attached as Exhibit 99.1 and the Shareholder Letter attached as Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information contained in Items 2.02 and 9.01 of this Current Report on Form 8-K shall not be incorporated by reference into any reg…

Chief Product Officer — Donna Boyer: Donna Boyer departed from her role as Chief Product Officer with a consulting agreement.

of this Current Report on Form 8-K, including the text of the press release attached as Exhibit 99.1 and the Shareholder Letter attached as Exhibit 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. The information contained in Items 2.02 and 9.01 of this Current Report on Form 8-K shall not be incorporated by reference into any reg…

Director — Fallon O'Connor-Brooks: Fallon O'Connor-Brooks was elected as a director and appointed to the Strategy and Finance Committee.

Regulation FD Disclosure. Press Release On June 17, 2025, the Company issued a press release announcing the Court’s entry of the Confirmation Order. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information contained in Items 7.01 and 9.01 (as to Exhibit 99.1) of this Current Report on Form 8-K, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchan…

Bankruptcy or Receivership. As previously reported, on May 6, 2025, WW International, Inc. (the “Company” or “we”) and its subsidiaries WW North America Holdings, LLC, WW Canada Holdco, Inc., WW.com, LLC, W Holdco, Inc., WW Health Solutions, Inc., Weekend Health, Inc. and WW NewCo, Inc. (collectively, the “Company Subsidiary Parties” and together with the Company, the “Company Parties”) filed voluntary petitions (the “Chapter 11 Cases”) under chapter 11 of title 11 of the United States Code (…

Bankruptcy or Receivership. As previously reported, on May 6, 2025, WW International Inc. (the “Company” or “we”) and certain of its subsidiaries (together with the Company, the “Company Parties”) commenced voluntary prepackaged cases under chapter 11 of title 11 of the United States Code (the “Chapter 11 Cases”) in the United States Bankruptcy Court for the District of Delaware (the “Court”) to implement a prepackaged chapter 11 plan of reorganization that effectuates a financial restructuri…

Bankruptcy or Receivership. As previously reported, on May 6, 2025, the Company Parties commenced voluntary prepackaged cases under chapter 11 of title 11 of the United States Code (the “Chapter 11 Cases”) in the United States Bankruptcy Court for the District of Delaware (the “Court”) to implement a prepackaged chapter 11 plan of reorganization (the “Plan”) that effectuates a financial restructuring of the Company’s secured debt (the “Financial Reorganization”). The Chapter 11 Cases are bein…

Entry into a Material Definitive Agreement. RSA Modification As previously reported, on May 6, 2025, WW International, Inc. (the “Company”) and certain of its subsidiaries (together with the Company, the “Company Parties”) entered into a restructuring support agreement (including a restructuring term sheet annexed thereto (the “Reorganization Term Sheet”) and together with all annexes and exhibits thereto, the “RSA”) with certain holders of, or investment advisors, sub-advisers or managers of…

NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR STANDARD; TRANSFER OF LISTING. On May 9, 2025, WW International, Inc. (the “Company” or “we”) received a written notice (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, pursuant to Nasdaq Listing Rules 5101, 5110(b) and IM-5101-1, Nasdaq had determined to delist the Company’s common stock as a result of the Company and certain of its subsidiaries…

Bankruptcy or Receivership. Voluntary Petitions for Reorganization On May 6, 2025 (the “Petition Date”), WW International, Inc. (the “Company”) and its subsidiaries WW North America Holdings, LLC, WW Canada Holdco, Inc., WW.com, LLC, W Holdco, Inc., WW Health Solutions, Inc., Weekend Health, Inc. and WW NewCo, Inc. (collectively, the “Company Subsidiary Parties” and together with the Company, the “Company Parties”) filed voluntary petitions (the “Chapter 11 Cases”) under chapter 11 of title 1…

Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement. The filing of the Chapter 11 Cases described in