SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
  
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Comonte Tara

(Last) (First) (Middle)
675 AVENUE OF THE AMERICAS
6TH FLOOR

(Street)
NEW YORK NY 10010

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WW INTERNATIONAL, INC. [ WW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Interim President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
09/27/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Deferred Stock Unit (1) 09/27/2024 A 3,615 (2) (2) Common Stock 3,615 $0.00 19,098 D
Restricted Stock Unit (3) 09/27/2024 A 599,736 (4) 03/27/2025 Common Stock 599,736 $0 599,736 D
Explanation of Responses:
1. Each Deferred Stock Unit represents a right to receive one share of Common Stock upon settlement.
2. Pursuant to the Reporting Person's election, Deferred Stock Units will be settled into shares of Common Stock on the earlier of (i) for 11,007 shares, August 15, 2029 and for 8,091 shares, August 15, 2028 (at which time, such shares of Common Stock will be subject to transfer restrictions) and (ii) the date of the Reporting Person's separation from service from the Issuer's Board of Directors pursuant to the deferred compensation program for non-employee members of the Issuer's Board of Directors. Upon her appointment as Interim President and Chief Executive Officer of the Issuer effective September 27, 2024, the Reporting Person was no longer eligible to participate in the compensation program for non-employee members of the Issuer's Board of Directors.
3. Each Restricted Stock Unit represents a contingent right to receive one share of Common Stock.
4. These awards granted on September 27, 2024 will vest one-sixth on each of October 27, 2024, November 27, 2024, December 27, 2024, January 27, 2025, February 27, 2025 and March 27, 2025.
/s/ Roxanne Tingir, as Attorney-in-Fact for Tara Comonte 10/01/2024
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

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