SENIOR NOTES INDENTURE Dated as of April 30, 2018 Among WEWORK COMPANIES INC. THE GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee 7.875% SENIOR NOTES DUE 2025Senior Notes Indenture • August 14th, 2019 • We Co. • Services-miscellaneous business services • New York
INDENTURE, dated as of April 30, 2018, among WeWork Companies Inc., a Delaware corporation (the “Company”), the Guarantors listed on the signature pages hereto and Wells Fargo Bank, National Association, a national banking association organized under the laws of the United States, as Trustee.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • August 14th, 2019 • We Co. • Services-miscellaneous business services • New York
This Amended and Restated Employment Agreement (the “Agreement”) is entered into effective as of August 11, 2019 (the “Effective Date”), by and between We Work Management LLC (the “Company”), and Jennifer Berrent (the “Executive”) (together, the “Parties”).
FIFTH SUPPLEMENTAL INDENTUREFifth Supplemental Indenture • August 14th, 2019 • We Co. • Services-miscellaneous business services • New York
Fifth Supplemental Indenture (this “Fifth Supplemental Indenture”), dated as of July 15, 2019, among WeWork Companies LLC, a Delaware limited liability company (the “Successor Company”), as successor to WeWork Companies Inc., a Delaware corporation (the “Company”), WeWork CO Inc., a Delaware corporation (the “Co-Obligor”), the guarantors listed on the signature pages hereto (the “Existing Guarantors”), The We Company, a Delaware corporation (the “New Guarantor”) and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
VOTING AGREEMENTVoting Agreement • August 14th, 2019 • We Co. • Services-miscellaneous business services • Delaware
This VOTING AGREEMENT, dated as of , 2019 (this “Agreement”), is entered into by and among The We Company, a Delaware corporation (the “Company”) and (“Stockholder”).
PARTNERSHIP CLASS PI COMMON UNIT AWARD AGREEMENT (TIME-BASED)Partnership Class Pi Common Unit Award Agreement • August 14th, 2019 • We Co. • Services-miscellaneous business services
This Joinder Agreement (the “Joinder Agreement”) is made as of the date written below by the undersigned (the “Joining Party”) in accordance with the Partnership Class PI Common Unit Award Agreement (Time-Based), dated on [ ], 2019 (as amended, restated or otherwise modified from time to time, the “Agreement”), by and among The We Company Management Holdings L.P., a Cayman Islands exempted limited partnership (the “Partnership”), The We Company, a Delaware corporation and Adam Neumann (the “Management Partner”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Agreement.
WeWork Companies Inc. Restricted Stock Agreement Granted Under 2013 Stock Incentive PlanRestricted Stock Agreement • August 14th, 2019 • We Co. • Services-miscellaneous business services • Delaware
RESTRICTED STOCK AGREEMENT (this “Agreement”) is made as of (the “Agreement Date”), between WeWork Companies Inc., a Delaware corporation (the “Company”), and (the “Participant”).
RESTRICTED STOCK UNIT AWARD AGREEMENT WEWORK COMPANIES INC.Restricted Stock Unit Award Agreement • August 14th, 2019 • We Co. • Services-miscellaneous business services • Delaware
This Award Agreement (this “RSU Award Agreement”), dated as of , is made by and between WeWork Companies Inc. (the “Company”), and (the “Grantee”). Capitalized terms not defined herein shall have the meaning ascribed to them in the WeWork Companies Inc. 2015 Equity Incentive Plan, as amended from time to time (the “Plan”) or, if not defined therein, shall have the meaning ascribed to them in the Series G Preferred Shares Purchase Agreement, dated March 3, 2017, by and among the Company, SoftBank Group Capital Limited, Softbank Group Corp, and the investors listed on Exhibit A attached to such Purchase Agreement.
FORM OF PARTNERSHIP CLASS PI COMMON UNIT AWARD AGREEMENT (U.S.)Partnership Agreement • August 14th, 2019 • We Co. • Services-miscellaneous business services
IN MAKING AN INVESTMENT DECISION, INVESTORS MUST RELY ON THEIR OWN EXAMINATION OF THE ISSUER AND THE TERMS OF THE OFFERING, INCLUDING THE MERITS AND RISKS INVOLVED. THE AWARD UNITS (AS DEFINED BELOW) AWARDED HEREBY HAVE NOT BEEN RECOMMENDED BY ANY FEDERAL OR STATE OR NON-U.S. SECURITIES COMMISSION OR REGULATORY AUTHORITY. FURTHERMORE, THE FOREGOING AUTHORITIES HAVE NOT CONFIRMED THE ACCURACY OR DETERMINED THE ADEQUACY OF THIS DOCUMENT. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
PARTNERSHIP CLASS PI COMMON UNIT AWARD AGREEMENTPartnership Agreement • August 14th, 2019 • We Co. • Services-miscellaneous business services
This Joinder Agreement (the “Joinder Agreement”) is made as of the date written below by the undersigned (the “Joining Party”) in accordance with the Partnership Class PI Common Unit Award Agreement, dated as of July , 2019 (as amended, restated or otherwise modified from time to time, the “Agreement”), by and among The We Company Management Holdings L.P., a Cayman Islands exempted limited partnership (the “Partnership”), The We Company, a Delaware corporation, and Adam Neumann (the “Management Partner”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Agreement.
AGREEMENT AND PLAN OF MERGERMerger Agreement • August 14th, 2019 • We Co. • Services-miscellaneous business services • Delaware
This Agreement and Plan of Merger (this “Agreement”), dated as of May 30, 2019, is entered into as part of a scheme of reconstruction and reorganization by and among WeWork Companies Inc., a Delaware corporation (“WWCI”), The We Company, a Delaware corporation and a direct, wholly-owned subsidiary of WWCI (“HoldCo”) and The We Company MC LLC, a Delaware limited liability company and a direct, wholly-owned subsidiary of HoldCo (“WeWork”).
WeWork Companies Inc. Nonstatutory Stock Option Agreement Granted Under 2013 Stock Incentive PlanNonstatutory Stock Option Agreement • August 14th, 2019 • We Co. • Services-miscellaneous business services
