UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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Item. 5.07 Submission of Matters to a Vote of Security Holders
On May 18, 2022, WeWork Inc. (the “Company”) held its annual meeting of stockholders (the “Meeting”). Present at the Meeting in person or by proxy were holders of 539,729,850 shares of Class A and Class C common stock of the Company, together representing 74.47% of the voting power of the shares of common stock of the Company as of the close of business on March 21, 2022, the record date for the Meeting, and constituting a quorum for the transaction of business.
The stockholders of the Company voted on the following items at the Meeting:
1. | To elect nine directors to serve until the 2023 annual meeting and until their successors are elected. |
2. | To approve, on a non-binding advisory basis, the 2021 compensation of the Company’s named executive officers. |
3. | To approve, on a non-binding advisory basis, the frequency of future stockholder advisory votes on the Company’s named executive officer compensation. |
4. | To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022. |
1. Election of Directors
Nominee |
For | Against | Abstain | Broker Non-Vote | ||||
Sandeep Mathrani |
514,122,614 | 0 | 3,466,478 | 22,140,758 | ||||
Michel Combes |
513,763,482 | 0 | 3,825,610 | 22,140,758 | ||||
Bruce Dunlevie |
514,264,854 | 0 | 3,324,238 | 22,140,758 | ||||
Saurabh Jalan |
514,738,424 | 0 | 2,850,668 | 22,140,758 | ||||
Véronique Laury |
514,961,551 | 0 | 2,627,541 | 22,140,758 | ||||
Deven Parekh |
515,026,925 | 0 | 2,562,167 | 22,140,758 | ||||
Vivek Ranadivé |
515,044,239 | 0 | 2,544,853 | 22,140,758 | ||||
Kirthiga Reddy |
514,131,235 | 0 | 3,457,857 | 22,140,758 | ||||
Jeffrey “Jeff” Sine |
514,338,511 | 0 | 3,250,581 | 22,140,758 |
Based on the votes set forth above, each director nominee was duly elected to serve until the 2023 annual meeting of stockholders and until his or her successor is duly elected and qualified.
2. Advisory Vote on the Compensation of the Company’s Named Executive Officers
For |
Against |
Abstain |
Broker Non-Votes | |||
493,974,867 | 21,143,579 | 2,470,646 | 22,140,758 |
Based on the votes set forth above, the stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers for 2021.
3. Advisory Vote on the Frequency of the Advisory Vote on Executive Compensation
1-Year |
2-Year |
3-year |
Abstain |
Broker Non-Votes | ||||
513,664,734 | 138,485 | 105,894 | 3,679,979 | 22,140,758 |
Based on the result of this proposal, the Compensation Committee of the Board of Directors of the Company has determined to hold annual advisory votes on executive compensation until the next required vote on the frequency of future advisory votes to approve executive compensation.
4. Ratification of Appointment of Independent Registered Public Accounting Firm
For |
Against |
Abstain | ||
537,895,245 |
228,934 | 1,603,671 |
There were no broker non-votes on this proposal.
Based on the votes set forth above, the stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending on December 31, 2022.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
WEWORK INC. | ||||||
By: | /s/ Jared DeMatteis | |||||
Date: May 23, 2022 | Name: | Jared DeMatteis | ||||
Title: | Chief Legal Officer |