Mga Batayang Estadistika
| LEI | 549300BNWIZE0S86O670 |
| CIK | 1857951 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Weber Inc - Class A
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| March 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-40702 Weber Inc. (Exact name of registrant as specified in its charter) |
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| February 24, 2023 |
WEBR / Weber Inc - Class A / MAD Private Family Trust Co LLC - AMENDMENT NO. 1 Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1) Under the Securities Exchange Act of 1934 WEBER INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 94770D102 (CUSIP Number) February 21, 2023 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule |
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| February 23, 2023 |
WEBR / Weber Inc - Class A / WSP Investment LLC - SC 13G/A Passive Investment SC 13G/A 1 d329122dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 2) Under the Securities Exchange Act of 1934 Weber Inc. (Name of Issuer) Class A Common Stock, par value $0.001 per share (Title of Class of Securities) 94770D102 (CUSIP Number) February 21, 2023 (Date of Event Which Requires Filing of this Statement) Check the |
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| February 21, 2023 |
Amended and Restated Bylaws of Weber Inc. EX-3.2 Exhibit 3.2 BY-LAWS OF RIBEYE MERGER SUB, INC. ARTICLE I Meetings of Stockholders; Stockholders’ Consent in Lieu of Meeting SECTION 1.01. Annual Meeting. The annual meeting of the stockholders for the election of directors, and for the transaction of such other business as may properly come before the meeting, shall be held at such place, date and hour as shall be fixed by the Board of Dire |
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| February 21, 2023 |
WEBR / Weber Inc - Class A / Trott Byron D - AMENDMENT NO. 4 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Weber Inc. (Name of Issuer) Class A common stock, par value $0.001 per share (Title of Class of Securities) 94770D102 (CUSIP Number) Mary Ann Todd BDT Capital Partners, LLC 401 N. Michigan Avenue, Suite 3100 Chicago, Illinois 60611 (312) 660-7300 (Name |
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| February 21, 2023 |
SC 13E3/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 3) (Rule 13E-100) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 WEBER INC. (Name of the Issuer) Weber Inc. BDT Capital Partners, LLC Ribeye Parent, LLC BDT WSP Holdings, LLC BDT Capital Partners I-A Holdings, LLC BDTCP GP I, LLC BDT Capital P |
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| February 21, 2023 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on March 06, 2023, pursuant to the provisions of Rule 12d2-2 (a). |
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| February 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2023 Weber Inc. |
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| February 21, 2023 |
Amended and Restated Certificate of Incorporation of Weber Inc. EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of WEBER INC. 1. Name. The name of the Corporation is Weber Inc. 2. Address; Registered Office and Agent. The address of the Corporation’s registered office in the State of Delaware is c/o Corporation Trust Center, 1209 Orange Street, City of Wilmington, County of New Castle, State of Delaware 19801 and the name of its registered |
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| February 21, 2023 |
Weber Inc. Announces Closing of Take-Private Transaction by BDT Capital Partners EX-99.1 Exhibit 99.1 Weber Inc. Announces Closing of Take-Private Transaction by BDT Capital Partners PALATINE, Ill – February 21, 2023 – Weber Inc. (NYSE: WEBR) (“Weber” or the “Company”), the global leader in outdoor cooking products, innovation, and technology, today announced the closing of its take-private transaction by investment funds managed by BDT Capital Partners, LLC (“BDT”). On Decemb |
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| February 16, 2023 |
CORRESP 1 filename1.htm Weber Inc. February 16, 2023 Re: Weber Inc. Schedule 13E-3/A filed January 30, 2023 Schedule 13E-3 filed January 17, 2023 Filed by BDT Capital Partners, LLC SEC File No. 5-92785 Ms. Christina Chalk Office of Mergers & Acquisitions Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549-3628 Dear Ms. Chalk: Weber Inc. ( |
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| February 16, 2023 |
SC 13E3/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 2) (Rule 13E-100) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 WEBER INC. (Name of the Issuer) Weber Inc. BDT Capital Partners, LLC Ribeye Parent, LLC Ribeye Merger Sub, Inc. BDT WSP Holdings, LLC BDT Capital Partners I-A Holdings, LLC BDTCP |
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| February 10, 2023 |
WEBR / Weber Inc. / WSP Investment LLC - SC 13G/A Passive Investment SC 13G/A 1 d622922dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No. 1) Under the Securities Exchange Act of 1934 Weber Inc. (Name of Issuer) Class A Common Stock, par value $0.001 per share (Title of Class of Securities) 94770D102 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the |
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| February 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 9, 2023 Weber Inc. |
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| February 9, 2023 |
WEBER INC. REPORTS FISCAL FIRST-QUARTER 2023 FINANCIAL RESULTS Exhibit 99.1 WEBER INC. REPORTS FISCAL FIRST-QUARTER 2023 FINANCIAL RESULTS PALATINE, Ill., February 9, 2023 - Weber Inc. (“Weber” or “the Company”) (NYSE: WEBR), the global leader in outdoor cooking products, innovation, and technology, today announced its financial results for the fiscal first quarter 2023, ending December 31, 2022. Weber reports its financial performance in accordance with acco |
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| February 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 o 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: 001-40702 We |
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| January 30, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☐ Preliminary information statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☒ Definitive information statement Weber Inc. (Name o |
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| January 30, 2023 |
Exhibit 107 EX-FILING FEES CALCULATION OF FILING FEE TABLES SC 13E3 (Form Type) Weber Inc. |
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| January 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 1) (Rule 13E-100) RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 WEBER INC. (Name of the Issuer) Weber Inc. BDT Capital Partners, LLC Ribeye Parent, LLC Ribeye Merger Sub, Inc. BDT WSP Holdings, LLC BDT Capital Partners I-A Holdings, LLC BDTCP GP I, LLC |
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| January 27, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition per i od from to Commission File Number: 001-40702 Weber |
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| January 17, 2023 |
Exhibit (c)(10) Project Cactus Discussion Materials December 11, 2022 Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Special Committee of the Board of Directors (the “Special Committee”) of Cactus (the “Company”) in connection with its evaluation of a proposed transaction involving the Company and for no other purpose. |
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| January 17, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: ☒ Preliminary information statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) ☐ Definitive information statement Weber Inc. (Name o |
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| January 17, 2023 |
Exhibit (c)(3) – Preliminary Working Draft; All Figures Subject to Change / Update – Project Cactus Discussion Materials November 5, 2022 – Preliminary Working Draft; All Figures Subject to Change / Update – Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Special Committee of the Board of Directors (the “Special Committee”) of Cactus (the “Company”) in connection with its evaluation of a proposed transaction involving the Company and for no other purpose. |
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| January 17, 2023 |
Exhibit (c)(6) – Preliminary Working Draft; All Figures Subject to Change / Update – Project Cactus Discussion Materials November 28, 2022 – Preliminary Working Draft; All Figures Subject to Change / Update – Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Special Committee of the Board of Directors (the “Special Committee”) of Cactus (the “Company”) in connection with its evaluation of a proposed transaction involving the Company and for no other purpose. |
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| January 17, 2023 |
EX-FILING FEES EX-FILING FEES CALCULATION OF FILING FEE TABLES Schedule 14C (Form Type) Weber Inc. |
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| January 17, 2023 |
Exhibit 107 EX-FILING FEES CALCULATION OF FILING FEE TABLES SC 13E3 (Form Type) Weber Inc. |
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| January 17, 2023 |
Exhibit (c)(9) Project Cactus Discussion Materials December 10, 2022 Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Special Committee of the Board of Directors (the “Special Committee”) of Cactus (the “Company”) in connection with its evaluation of a proposed transaction involving the Company and for no other purpose. |
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| January 17, 2023 |
Exhibit (c)(8) – Preliminary Working Draft; All Figures Subject to Change / Update – Project Cactus Discussion Materials December 5, 2022 – Preliminary Working Draft; All Figures Subject to Change / Update – Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Special Committee of the Board of Directors (the “Special Committee”) of Cactus (the “Company”) in connection with its evaluation of a proposed transaction involving the Company and for no other purpose. |
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| January 17, 2023 |
Exhibit (c)(7) – Preliminary Working Draft; All Figures Subject to Change / Update – Project Cactus Discussion Materials November 29, 2022 – Preliminary Working Draft; All Figures Subject to Change / Update – Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Special Committee of the Board of Directors (the “Special Committee”) of Cactus (the “Company”) in connection with its evaluation of a proposed transaction involving the Company and for no other purpose. |
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| January 17, 2023 |
Exhibit (c)(2) – Preliminary Working Draft; All Figures Subject to Change / Update – Project Cactus Discussion Materials November 1, 2022 – Preliminary Working Draft; All Figures Subject to Change / Update – Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Special Committee of the Board of Directors (the “Special Committee”) of Weber Inc. |
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| January 17, 2023 |
Exhibit (c)(4) – Preliminary Working Draft; All Figures Subject to Change / Update – Project Cactus Discussion Materials November 9, 2022 – Preliminary Working Draft; All Figures Subject to Change / Update – Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Special Committee of the Board of Directors (the “Special Committee”) of Cactus (the “Company”) in connection with its evaluation of a proposed transaction involving the Company and for no other purpose. |
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| January 17, 2023 |
Exhibit (c)(5) – Preliminary Working Draft; All Figures Subject to Change / Update – Project Cactus Discussion Materials November 21, 2022 – Preliminary Working Draft; All Figures Subject to Change / Update – Disclaimer This presentation has been prepared by Centerview Partners LLC (“Centerview”) for use solely by the Special Committee of the Board of Directors (the “Special Committee”) of Cactus (the “Company”) in connection with its evaluation of a proposed transaction involving the Company and for no other purpose. |
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| January 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES EXCHANGE ACT OF 1934 WEBER INC. (Name of the Issuer) Weber Inc. BDT Capital Partners, LLC Ribeye Parent, LLC Ribeye Merger Sub, Inc. BDT WSP Holdings, LLC BDT Capital Partners I-A Holdings, LLC BDTCP GP I, LLC BDT Capital Partners Fund 3, L.P |
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| January 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 5, 2023 Weber Inc. |
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| December 28, 2022 |
EXHIBIT 10.1 EXECUTION VERSION FOURTH AMENDMENT TO CREDIT AGREEMENT Fourth Amendment to Credit Agreement dated as of December 27, 2022 (this “Amendment”) by and among Weber-Stephen Products LLC, a Delaware limited liability company (the “Borrower”), Weber-Stephen Products Belgium BV, a Belgium private limited company with registered office at Blarenberglaan 6, box 4, 2800 Mechelen, Belgium, regist |
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| December 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 27, 2022 Weber Inc. |
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| December 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 16, 2022 Weber Inc. |
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| December 14, 2022 |
Exhibit 99.1 WEBER INC. REPORTS FISCAL YEAR 2022 RESULTS Delivered net sales of $1.6 billion in fiscal year 2022 Maintained global category leadership and best-in-class product suite Executed on cash flow and cost management plan to deliver $110 million of future cash benefit Significantly enhanced liquidity and capital structure with additional $350 million of unsecured borrowing capacity subsequ |
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| December 14, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2022 o 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: 001-40702 Weber Inc |
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| December 14, 2022 |
Exhibit 10.14 Weber-Stephen Products LLC September 30, 2022 Erik W. Chalut Dear Erik: 1.This letter agreement (this "Agreement") sets forth the terms and conditions of your continued employment with Weber-Stephen Products LLC, a Delaware limited liability company (the "Company"), effective on October 1, 2022 (the "Effective Date"): Term: The term of this Agreement will be for the period commencing |
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| December 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 14, 2022 Weber Inc. |
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| December 14, 2022 |
CONFIDENTIAL SEPARATION AND GENERAL RELEASE AGREEMENT Exhibit 10.24 CONFIDENTIAL SEPARATION AND GENERAL RELEASE AGREEMENT This Confidential Separation and General Release Agreement (this "Agreement") is made by and between Chris M. Scherzinger ("Executive") and Weber-Stephen Products LLC (the "Company") as of August 12, 2022. WHEREAS, Executive and the Company previously entered into an employment letter agreement dated as of July 9, 2021 (the "Emplo |
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| December 14, 2022 |
Exhibit 10.13 Weber-Stephen Products LLC September 30, 2022 Jennifer L. Bonuso Dear Jennifer: 1.This letter agreement (this "Agreement") sets forth the terms and conditions of your continued employment with Weber-Stephen Products LLC, a Delaware limited liability company (the "Company"), effective on August 12, 2022 (the "Effective Date"): Term: The term of this Agreement will be for the period co |
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| December 14, 2022 |
Exhibit 10.12 Weber-Stephen Products LLC September 23, 2022 Alan D. Matula Dear Alan: 1.This letter agreement (this "Agreement") sets forth the terms and conditions of your continued employment with Weber-Stephen Products LLC, a Delaware limited liability company (the "Company"), effective on July 24, 2022 (the "Effective Date"): Term: The term of this Agreement will be for the period commencing u |
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| December 14, 2022 |
CONFIDENTIAL SEPARATION AND GENERAL RELEASE AGREEMENT ·. Exhibit 10.26 CONFIDENTIAL SEPARATION AND GENERAL RELEASE AGREEMENT ·. This Confidential Separation and General Release Agreement (this "Agreement")·is made by and between Mary A. Sagripanti ("Executive") and Weber-Stephen Products LLC (the "Company") as of October 3, 2022. WHEREAS, Executive and the Company previously entered into an employment letter agreement dated as of July 25, 2021 (the "Emp |
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| December 14, 2022 |
Subsidiaries of the Registrant Exhibit 21 Subsidiaries of the Registrant Subsidiary Jurisdiction Weber-Stephen Products LLC USA Weber-Stephen Products Co. |
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| December 14, 2022 |
CONFIDENTIAL SEPARATION AND GENERAL RELEASE AGREEMENT Exhibit 10.25 EXECUTION VERSION CONFIDENTIAL SEPARATION AND GENERAL RELEASE AGREEMENT This Confidential Separation and General Release Agreement (this “Agreement”) is made by and between Troy J. Shay (“Executive”) and Weber-Stephen Products LLC (the “Company”) as of August 15, 2022. WHEREAS, Executive and the Company previously entered into an employment letter agreement dated as of July 25, 2021 |
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| December 12, 2022 |
EXHIBIT 99.1 WEBER INC. TO BE TAKEN PRIVATE BY BDT CAPITAL PARTNERS FOR $8.05 PER SHARE Unanimously Recommended by Special Committee of the Weber Board of Directors Agreed Price to Deliver 60% Premium and Certainty of Value for Minority Class A Shareholders Approved $350 Million Unsecured Loan from BDT Capital Further Enhances Company’s Liquidity PALATINE, Ill – December 12, 2022 – Weber Inc. (NYS |
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| December 12, 2022 |
Exhibit 10.3 amendment NO. 1 to the TAX RECEIVABLE AGREEMENT This AMENDMENT NO. 1 (this “Amendment”) to that certain Tax Receivable Agreement, dated as of August 9, 2021 (the “Tax Receivable Agreement”), by and among Weber Inc., a Delaware corporation (the “PubCo”), Weber HoldCo, LLC, a Delaware limited liability company (and a continuation of the Weber-Stephen Products, LLC partnership for U.S. f |
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| December 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 11, 2022 Weber Inc. |
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| December 12, 2022 |
EX-10.2 4 dp185574ex1002.htm EXHIBIT 10.2 EXHIBIT 10.2 EXECUTION VERSION AMENDMENT NO. 1 TO LOAN AGREEMENT, dated as of December 11, 2022 (this “Amendment”), among WEBER-STEPHEN PRODUCTS LLC, a Delaware limited liability company (the “Borrower”), and the LENDERS party hereto. WHEREAS, reference is made to that certain Loan Agreement, dated as of November 8, 2022 (the “Loan Agreement”), among the B |
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| December 12, 2022 |
WEBR / Weber Inc. / Trott Byron D - AMENDMENT NO. 3 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Weber Inc. (Name of Issuer) Class A common stock, par value $0.001 per share (Title of Class of Securities) 94770D102 (CUSIP Number) Mary Ann Todd BDT Capital Partners, LLC 401 N. Michigan Avenue, Suite 3100 Chicago, Illinois 60611 (312) 660-7300 (Name |
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| December 12, 2022 |
Exhibit 10.4 FIRST AMENDMENT (this “Amendment”) dated as of December 11, 2022 to the AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF WEBER HOLDCO LLC, a Delaware limited liability company (the “Company”). WHEREAS, the Company has been heretofore formed as a limited liability company under the Delaware Limited Liability Company Act (6 Del. C. §18-101, et seq.) pursuant to a certificate |
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| December 12, 2022 |
EXHIBIT 10.1 LOAN AGREEMENT dated as of December 11, 2022, between WEBER-STEPHEN PRODUCTS LLC, as the Borrower, and the Lenders referred to herein, as the Lenders THE LOANS WILL BE ISSUED WITH ORIGINAL ISSUE DISCOUNT FOR UNITED STATES FEDERAL INCOME TAX PURPOSES. THE ISSUE PRICE, AMOUNT OF ORIGINAL ISSUE DISCOUNT, ISSUE DATE AND YIELD TO MATURITY OF THE LOANS MAY BE OBTAINED BY WRITING TO THE BORR |
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| December 12, 2022 |
Exhibit 99.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER By and Among WEBER INC., RIBEYE PARENT, LLC and RIBEYE MERGER SUB, INC. Dated as of December 11, 2022 TABLE OF CONTENTS Page ARTICLE I The Merger SECTION 1.01. Merger 2 SECTION 1.02. Merger Effective Time 2 SECTION 1.03. Effects of Merger 2 SECTION 1.04. Charter and Bylaws of the Surviving Company 3 SECTION 1.05. Board of Directors and Of |
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| December 12, 2022 |
Exhibit 99.2 Weber Inc. to be Taken Private by BDT Capital Partners for $8.05 per Share Unanimously Recommended by Special Committee of the Weber Board of Directors Agreed Price to Deliver 60% Premium and Certainty of Value for Minority Class A Shareholders Approved $350 Million Unsecured Loan from BDT Capital Further Enhances Company’s Liquidity PALATINE, Ill – December 12, 2022 – Weber Inc. (NYS |
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| December 12, 2022 |
Exhibit 99.3 December 11, 2022 Ribeye Parent, LLC c/o BDT Capital Partners, LLC 401 North Michigan Avenue, Suite 3100 Chicago, Illinois 60611 Ladies and Gentlemen: Reference is made to the Agreement and Plan of Merger, dated as of December 11, 2022 (as it may be amended or otherwise modified in accordance with its terms from time to time, the “Merger Agreement”), by and among Weber Inc., a Delawar |
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| December 12, 2022 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER By and Among WEBER INC., RIBEYE PARENT, LLC and RIBEYE MERGER SUB, INC. Dated as of December 11, 2022 TABLE OF CONTENTS Page ARTICLE I The Merger SECTION 1.01. Merger 2 SECTION 1.02. Merger Effective Time 2 SECTION 1.03. Effects of Merger 2 SECTION 1.04. Charter and Bylaws of the Surviving Company 3 SECTION 1.05. Board of Directors and Officers of Surviving |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 7, 2022 Weber Inc. |
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| November 9, 2022 |
EXHIBIT 10.1 Certain confidential information contained in this document, marked by [***], has been omitted because Weber Inc. (the "Company") has determined that the information (i) is not material and (ii) contains personal information. LOAN AGREEMENT dated as of November 8, 2022, between WEBER-STEPHEN PRODUCTS LLC, as the Borrower, and the Lenders referred to herein, as the Lenders THE INITIAL |
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| October 25, 2022 |
Weber Receives Non-Binding Acquisition Proposal from BDT Capital Partners Exhibit 99.1 Weber Receives Non-Binding Acquisition Proposal from BDT Capital Partners PALATINE, IL - October 25, 2022 - Weber Inc. (NYSE: WEBR) (the “Company”), the global leader in outdoor cooking products, innovation, and technology, announced today that it has received a non-binding proposal from BDT Capital Partners LLC, on behalf of its affiliates BDT Capital Partners Fund I, L.P., BDT Capit |
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| October 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 25, 2022 Weber Inc. |
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| October 24, 2022 |
WEBR / Weber Inc. / Trott Byron D - AMENDMENT NO. 2 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Weber Inc. (Name of Issuer) Class A common stock, par value $0.001 per share (Title of Class of Securities) 94770D102 (CUSIP Number) Mary Ann Todd BDT Capital Partners, LLC 401 N. Michigan Avenue, Suite 3100 Chicago, Illinois 60611 (312) 660-7300 (Name, |
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| October 24, 2022 |
BDT CAPITAL PARTNERS, LLC 401 North Michigan Avenue Suite 3100 Chicago, IL 60611 Exhibit 99.1 BDT CAPITAL PARTNERS, LLC 401 North Michigan Avenue Suite 3100 Chicago, IL 60611 October 24, 2022 VIA EMAIL: Board of Directors Weber, Inc. 1415 S. Roselle Road Palatine, Illinois 60067 Dear Members of the Board of Directors, BDT Capital Partners, LLC, on behalf of our affiliates BDT Capital Partners Fund I, L.P., BDT Capital Partners Fund 3, L.P. and their respective affiliated funds |
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| October 13, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): OCTOBER 6, 2022 Weber Inc. |
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| September 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2022 Weber Inc. |
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| August 15, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 15, 2022 Weber Inc. |
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| August 15, 2022 |
WEBER INC. REPORTS FISCAL THIRD-QUARTER 2022 FINANCIAL RESULTS Exhibit 99.1 WEBER INC. REPORTS FISCAL THIRD-QUARTER 2022 FINANCIAL RESULTS PALATINE, Ill., August 15, 2022 - Weber Inc. (?Weber? or ?the Company?) (NYSE: WEBR), the global leader in outdoor cooking products, innovation, and technology, today announced its financial results for the fiscal third quarter 2022, ending June 30, 2022. Weber reports its financial performance in accordance with accountin |
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| August 15, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 o 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: 001-40702 Weber |
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| July 25, 2022 |
Exhibit 99.1 WEBER ANNOUNCES MANAGEMENT TRANSITION AND PROVIDES BUSINESS UPDATE Alan Matula Appointed Interim CEO Company Provides Preliminary Estimates for Fiscal Third Quarter 2022 Results; Will Report Final Fiscal Third Quarter 2022 Results on August 15, 2022 Weber to Pursue Financial Transformation Initiatives to Navigate the Sustained Challenging Macroeconomic Environment PALATINE, Ill., July |
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| July 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 24, 2022 Weber Inc. |
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| June 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, 2022 Weber Inc. |
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| May 16, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 o 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: 001-40702 Weber |
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| May 16, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 16, 2022 Weber Inc. |
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| May 16, 2022 |
Exhibit 99.1 WEBER INC. REPORTS FISCAL SECOND-QUARTER 2022 FINANCIAL RESULTS Sequential Gross Margin Improvement Reflects Significant Progress Against Inflationary Cost Headwinds Continued Execution Through Challenging Macroeconomic Environment PALATINE, Ill., May 16, 2022 - Weber Inc. (?Weber? or ?the Company?) (NYSE: WEBR) today announced its financial results for the fiscal second quarter 2022, |
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| March 29, 2022 |
WEBR / Weber Inc. / Enrich Jose Miguel - ACQUISITION OF BENEFICIAL OWNERSHIP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Weber Inc. (Name of Issuer) Class A common stock (Title of Class of Securities) 94770D102 (CUSIP Number) February 14, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched |
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| March 24, 2022 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 23, 2022 Weber Inc. |
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| March 2, 2022 |
2022 INCREMENTAL FACILITY AMENDMENT EXHIBIT 10.1 2022 INCREMENTAL FACILITY AMENDMENT 2022 Incremental Facility Amendment dated as of March 2, 2022 (this ?Amendment?) among, WEBER-STEPHEN PRODUCTS LLC, a Delaware limited liability company (the ?Borrower?), BANK OF AMERICA, N.A., as administrative agent (in such capacity, the ?Administrative Agent?) and each 2022 Incremental Lender (as defined below), who has delivered a signature pag |
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| March 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 2, 2022 Weber Inc. |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 o 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: 001-40702 We |
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| February 14, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 14, 2022 Weber Inc. |
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| February 14, 2022 |
WEBR / Weber Inc. / MAD Private Family Trust Co LLC - FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 WEBER INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 94770D102 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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| February 14, 2022 |
Exhibit 99.1 WEBER INC. REPORTS FISCAL FIRST-QUARTER 2022 FINANCIAL RESULTS Strong Consumer Demand Sustains During Off-Season Proactive Management of Operating Environment Challenges Continues Executing on Profitable, Long-Term Growth Drivers Successfully PALATINE, Ill., February 14, 2022 - Weber Inc. (?Weber? or ?the Company?) (NYSE: WEBR) today announced its financial results for the fiscal firs |
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| February 11, 2022 |
WEBR / Weber Inc. / WSP Investment LLC - FORM SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 WEBER INC. (Name of Issuer) CLASS A COMMON STOCK, PAR VALUE $0.001 PER SHARE (Title of Class of Securities) 94770D102 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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| January 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| January 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| December 14, 2021 |
Exhibit 10.1 FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF WEBER-STEPHEN PRODUCTS LLC August 9, 2021 This Fifth Amended and Restated Limited Liability Company Agreement (this ?Agreement?) of Weber-Stephen Products LLC, a Delaware limited liability company, is entered into by WSP IntermediateCo, LLC, a Delaware limited liability company (the ?Sole Member?), as the sole member (t |
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| December 14, 2021 |
Exhibit 10.13 Weber-Stephen Products LLC July 22, 2021 William Horton Dear Bill: 1.This letter agreement (this ?Agreement?) sets forth the terms and conditions of your continued employment with Weber-Stephen Products LLC, a Delaware limited liability company (the ?Company?), following the closing of the initial public offering (the ?IPO Closing Date?) of Weber Inc., a Delaware corporation that is |
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| December 14, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2021 o 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: 001-40702 Weber Inc |
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| December 14, 2021 |
Exhibit 4.1 Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934, As Amended As of September 30, 2021, Weber Inc. has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?): our Class A common stock, par value $0.001 per share, or the ?Class A common stock?. For purposes of this descr |
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| December 14, 2021 |
Exhibit 10.18 Weber-Stephen Nordic, Tulegatan 3, 113 58 Stockholm Steffen Hahn [ADDRESS] Weber-Stephen Nordic Tulegatan 3 113 58 Stockholm Phone +46 8 525 024 24 www.weber.com Stockholm, 7 December 2021 Adendum to contract of March 1, 2020. Dear Steffen We are happy to offer you the role as President EMEA, effective as of Dec 1, 2021. The annual compensation will change Dec 1, 2021, the base salar |
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| December 14, 2021 |
Exhibit 10.16 Weber-Stephen Products LLC December 1, 2021 Beau Warren Dear Beau: 1.This letter agreement (this ?Agreement?) sets forth the terms and conditions of your continued employment with Weber-Stephen Products LLC, a Delaware limited liability company (the ?Company?), following the date hereof and will govern your employment with the Company following the date hereof: Term: The term of this |
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| December 14, 2021 |
Exhibit 10.12 Weber-Stephen Products LLC July 25, 2021 Troy Shay Dear Troy: 1.This letter agreement (this ?Agreement?) sets forth the terms and conditions of your continued employment with Weber-Stephen Products LLC, a Delaware limited liability company (the ?Company?), following the closing of the initial public offering (the ?IPO Closing Date?) of Weber Inc., a Delaware corporation that is being |
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| December 14, 2021 |
SECOND AMENDMENT TO CREDIT AGREEMENT Exhibit 10.27 SECOND AMENDMENT TO CREDIT AGREEMENT Second Amendment to Credit Agreement dated as of August 13, 2021 (this ?Amendment?) by and among Weber-Stephen Products LLC, a Delaware limited liability company (the ?Borrower?), Weber-Stephen Products Belgium BV, a Belgium private limited company with registered office at Blarenberglaan 6, box 4, 2800 Mechelen, Belgium, registered with the Cross |
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| December 14, 2021 |
Exhibit 10.14 Weber-Stephen Products LLC July 25, 2021 Michael Jacobs Dear Michael: 1.This letter agreement (this ?Agreement?) sets forth the terms and conditions of your continued employment with Weber-Stephen Products LLC, a Delaware limited liability company (the ?Company?), following the closing of the initial public offering (the ?IPO Closing Date?) of Weber Inc., a Delaware corporation that |
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| December 14, 2021 |
Exhibit 10.15 Weber-Stephen Products LLC July 25, 2021 Mary Sagripanti Dear Mary: 1.This letter agreement (this ?Agreement?) sets forth the terms and conditions of your continued employment with Weber-Stephen Products LLC, a Delaware limited liability company (the ?Company?), following the closing of the initial public offering (the ?IPO Closing Date?) of Weber Inc., a Delaware corporation that is |
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| December 14, 2021 |
Employment Agreement between Weber-Stephen Nordic A/S Danmark filial and Dr. Steffen Hahn Exhibit 10.17 Employment Agreement between Weber-Stephen Nordic A/S Danmark filial and Dr. Steffen Hahn This employment agreement (the "Agreement") has per today been entered into between (1)Weber-Stephen Nordic A/S Danmark filial. 516402-9992, Tulegatan 3, 113 58 Stockholm (the "Company"); and (2)Dr. Steffen Hahn, [ADDRESS] (the "Employee") The Company and the Employee are together referred to as |
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| December 14, 2021 |
Exhibit 10.11 Weber-Stephen Products LLC July 9, 2021 Chris Scherzinger [ADDRESS] Dear Chris: 1.This letter agreement (this ?Agreement?), which amends and restates the letter agreement between you and Weber-Stephen Products LLC, a Delaware limited liability company (the ?Company?), dated as of April 12, 2018 and amended on March 15, 2019 (collectively, the ?Prior Agreement?), sets forth the key te |
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| December 14, 2021 |
Subsidiaries of the Registrant Exhibit 21 Subsidiaries of the Registrant Subsidiary Jurisdiction Weber-Stephen Products LLC USA Weber-Stephen Products Co. |
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| December 8, 2021 |
Exhibit 99.1 WEBER INC. REPORTS FISCAL 2021 FULL-YEAR AND FOURTH QUARTER RESULTS Second Consecutive Record Year as Full-Year Net Sales Increased 30% to $1.98 Billion Celebrates Grand Opening of New European Manufacturing & Distribution Center PALATINE, Ill, Dec. 8, 2021?Weber Inc. (NYSE: WEBR) today announced its financial results for the fiscal fourth quarter and full-year 2021, ending September |
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| December 8, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 8, 2021 Weber Inc. |
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| November 18, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 18, 2021 (November 16, 2021) Weber Inc. |
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| November 18, 2021 |
WEBER INC. LAUNCHES 1952 VENTURES LLC AND ANNOUNCES SENIOR LEADERSHIP APPOINTMENTS AND PROMOTIONS Exhibit 99.1 WEBER INC. LAUNCHES 1952 VENTURES LLC AND ANNOUNCES SENIOR LEADERSHIP APPOINTMENTS AND PROMOTIONS PALATINE, Ill., November 18, 2021 ? Weber Inc. (?Weber? or ?the Company?) today announced it has established 1952 Ventures LLC, a new subsidiary that will serve as an accelerator of new growth platforms and brand extensions for Weber in the areas of product, technologies, and partnerships |
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| October 19, 2021 |
Exhibit 10.2 WEBER INC. NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (For Employees) This Non-Qualified Stock Option Award Agreement (?Agreement?) is entered into by and between Weber Inc. (the ?Company?) and the participant whose name appears below (the ?Participant?) in order to set forth the terms and conditions of the Non-Qualified Stock Option (the ?Options?) granted to the Participant under th |
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| October 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): October 14, 2021 Weber Inc. |
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| October 19, 2021 |
Exhibit 10.1 WEBER INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (For Employees) This Restricted Stock Unit Award Agreement (?Agreement?) is entered into by and between Weber Inc. (the ?Company?) and the participant whose name appears below (the ?Participant?) in order to set forth the terms and conditions of Restricted Stock Units (the ?RSUs?) granted to the Participant under the Weber Inc. Omnibus |
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| October 5, 2021 |
Form Replacement RSU Award Agreement Exhibit 10.1 WEBER INC. RESTRICTED STOCK UNIT AWARD AGREEMENT (For Employees) This Restricted Stock Unit Award Agreement (?Agreement?) is entered into by and between Weber Inc. (the ?Company?) and the participant whose name appears below (the ?Participant?) in order to set forth the terms and conditions of Restricted Stock Units (the ?RSUs?) granted to the Participant under the Weber Inc. Omnibus |
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| October 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 30, 2021 Weber Inc. |
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| September 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ? 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: 001-40702 Weber |
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| September 15, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 15, 2021 Weber Inc. |
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| September 15, 2021 |
Exhibit 99.1 WEBER INC. REPORTS FISCAL THIRD QUARTER 2021 RESULTS New Company Record as Net Sales increased 19%, to $669 Million Continued Earnings Strength: $18 Million Net Income; $134 Million Adjusted EBITDA PALATINE, Ill, September 15, 2021?Weber Inc. (?Weber? or ?the Company?) (NYSE: WEBR) today announced its financial results for the fiscal third quarter. Weber reports its financial performa |
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| August 27, 2021 |
WEBR / Weber Inc. / Trott Byron D - FORM SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES ACT OF 1934 (Amendment No. 1)* Weber Inc. (Name of Issuer) Class A common stock, par value $0.001 per share (Title of Class of Securities) 94770D102 (CUSIP Number) Mary Ann Todd BDT Capital Partners, LLC 401 N. Michigan Avenue, Suite 3100 Chicago, Illinois 60611 (312) 660-7300 (Name, Address a |
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| August 19, 2021 |
Exhibit 9 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is entered into as of August [?], 2021 by and among (a) Weber Inc. |
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| August 19, 2021 |
Joint Filing Agreement, dated as of August 19, 2021, by and among the Reported Persons Exhibit 1 JOINT FILING AGREEMENT August 19, 2021 In accordance with Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A common stock, par value $0. |
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| August 19, 2021 |
WEBR / Weber Inc. / Trott Byron D - FORM SC 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO §240.13d-2(a) UNDER THE SECURITIES ACT OF 1934 Weber Inc. (Name of Issuer) Class A common stock, par value $0.001 per share (Title of Class of Securities) 94770D102 (CUSIP Number) Mary |
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| August 19, 2021 |
Form of Securities Purchase Agreement between Weber Inc. and the Blocker Equityholders. Exhibit 10 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this ?Agreement?) is entered into as of August [?], 2021 by and among (a) Weber Inc. |
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| August 16, 2021 |
WEBR / Weber Inc. / Enrich Jose Miguel - ACQUISITION OF BENEFICIAL OWNERSHIP Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Weber Inc. (Name of Issuer) Class A common stock (Title of Class of Securities) 94770D102 (CUSIP Number) August 5, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule |
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| August 16, 2021 |
EX-1 2 ex-1.htm JOINT FILING AGREEMENT EXHIBIT A JOINT FILING AGREEMENT This JOINT FILING AGREEMENT, dated as of August 16, 2021, is entered into by and among MBI Holdings, LP and Jose Miguel Enrich. Each of the above are together referred to herein as the “Parties” and each individually as a “Party.” Pursuant to Rule 13d-l(k)(l)(iii) promulgated under the Securities Exchange Act of 1934, as amend |
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| August 11, 2021 |
Amended and Restated Certificate of Incorporation of the Company EX-3.1 2 d205656dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of WEBER INC. (Pursuant to Section 242 and 245 of the General Corporation Law of the State of Delaware) Weber Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: FIRST: The name of the Corporation is Weber Inc. The date of f |
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| August 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 5, 2021 Weber Inc. |
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| August 11, 2021 |
EX-10.1 4 d205656dex101.htm EX-10.1 Exhibit 10.1 TAX RECEIVABLE AGREEMENT between Weber Inc. and THE PERSONS NAMED HEREIN Dated as of August 9, 2021 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 SECTION 1.1. Definitions 2 ARTICLE II DETERMINATION OF CERTAIN REALIZED TAX BENEFIT 12 SECTION 2.1. Basis Schedule 12 SECTION 2.2. Tax Benefit Schedule 12 SECTION 2.3. Procedures, Amendments 14 ARTICLE II |
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| August 11, 2021 |
Amended and Restated By-laws of the Company EX-3.2 3 d205656dex32.htm EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS of WEBER INC. (A Delaware Corporation) TABLE OF CONTENTS PAGE ARTICLE 1 Definitions ARTICLE 2 Stockholders Section 2.01. Place of Meetings 2 Section 2.02. Annual Meetings; Stockholder Proposals 3 Section 2.03. Special Meetings 6 Section 2.04. Record Date 6 Section 2.05. Notice of Meetings of Stockholders 7 Section 2.06. Waiv |
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| August 11, 2021 |
Exhibit 10.3 STOCKHOLDERS AGREEMENT AGREEMENT, dated as of August 9, 2021 (?Agreement?) among the parties listed on the signature pages hereto (each, together with his, her or its Permitted Transferees as defined in the Amended and Restated Certificate of Incorporation of Pubco, a ?Holder,? and together, the ?Holders?) and Weber Inc. (?Pubco?). WHEREAS, Pubco intends to consummate an initial publi |
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| August 11, 2021 |
EX-10.2 5 d205656dex102.htm EX-10.2 Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT by and among the Persons listed on the signature pages hereto and WEBER INC. Dated as of August 9, 2021 This REGISTRATION RIGHTS AGREEMENT, dated as of August 9, 2021 (as it may be amended supplemented or otherwise modified from time to time, this “Agreement”), is made among Weber Inc., a Delaware corporation (the “Comp |
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| August 11, 2021 |
EX-10.4 7 d205656dex104.htm EX-10.4 Exhibit 10.4 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of WEBER HOLDCO LLC Dated as of August 9, 2021 TABLE OF CONTENTS PAGE ARTICLE 1 Definitions and Usage Section 1.01. Definitions 1 Section 1.02. Other Definitional and Interpretative Provisions 13 ARTICLE 2 The Company Section 2.01. Formation 13 Section 2.02. Name 14 Section 2.03. Term 14 Secti |
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| August 9, 2021 |
Weber Inc. Employee Stock Purchase Plan (filed herewith) Exhibit 99.2 WEBER INC. EMPLOYEE STOCK PURCHASE PLAN Section 1. Purpose. This Weber Inc. Employee Stock Purchase Plan (the ?Plan?) is intended to provide employees of the Company and its Participating Subsidiaries with an opportunity to acquire a proprietary interest in the Company through the purchase of Shares. Initially, the Plan is not intended to qualify as an ?employee stock purchase plan? u |
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| August 9, 2021 |
As filed with the Securities and Exchange Commission on August 9, 2021 As filed with the Securities and Exchange Commission on August 9, 2021 Registration No. |
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| August 9, 2021 |
Weber Inc. Omnibus Incentive Plan (filed herewith) Exhibit 99.1 WEBER INC. OMNIBUS INCENTIVE PLAN Section 1. Purpose. The purpose of the Weber Inc. Omnibus Incentive Plan (as amended from time to time, the ?Plan?) is to motivate and reward employees and other individuals to perform at the highest level and contribute significantly to the success of Weber Inc. (the ?Company?), thereby furthering the best interests of the Company and its shareholder |
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| August 6, 2021 |
17,857,143 shares Class A Common Stock Weber Inc. Table of Contents Filed Pursuant to Rule 424(b)(4) SEC File No. 333-257824 Prospectus 17,857,143 shares Class A Common Stock Weber Inc. Weber Inc. is offering 17,857,143 shares of its Class A common stock. This is our initial public offering and no public market exists for our Class A common stock. The initial public offering price of our Class A common stock is $14.00 per share. Upon completion o |
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| August 5, 2021 |
Filed Pursuant to Rule 433 under the Securities Act of 1933 Free Writing Prospectus dated August 4, 2021 Relating to Preliminary Prospectus dated July 27, 2021 Registration Statement No. |
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| August 2, 2021 |
GOLDMAN SACHS & CO. LLC 200 WEST STREET NEW YORK, NEW YORK 10282 GOLDMAN SACHS & CO. LLC 200 WEST STREET NEW YORK, NEW YORK 10282 BOFA SECURITIES, INC. ONE BRYANT PARK NEW YORK, NEW YORK 10036 J.P. MORGAN SECURITIES LLC 383 MADISON AVENUE NEW YORK, NEW YORK 10179 August 2, 2021 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-6010 Attention: Erin Purnell Sergio Chinos Re: Weber Inc. Registration Statem |
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| August 2, 2021 |
Weber Inc. 1415 S. Roselle Road Palatine, Illinois 60067 Weber Inc. 1415 S. Roselle Road Palatine, Illinois 60067 August 2, 2021 Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 Attn: Ms. Erin Purnell Mr. Sergio Chinos Re: Weber Inc. Registration Statement on Form S-1 Registration No. 333-257824 Dear Ms. Purnell and Mr. Chinos: Pursuant to Rule 461 under the Securities Act of 1933, as |
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| August 2, 2021 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 Weber Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 61-1999408 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 1415 S. Roselle Road Palatine, Illinois 60067 |
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| July 27, 2021 |
Form of Employment Agreement between Weber-Stephen Products LLC and Troy J. Shay EX-10.12 5 d39834dex1012.htm EX-10.12 Exhibit 10.12 Weber-Stephen Products LLC July [•], 2021 Troy Shay Dear Troy: 1. This letter agreement (this “Agreement”) sets forth the terms and conditions of your continued employment with Weber-Stephen Products LLC, a Delaware limited liability company (the “Company”), following the closing of the initial public offering (the “IPO Closing Date”) of Weber In |
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| July 27, 2021 |
Form of Underwriting Agreement EX-1.1 2 d39834dex11.htm EX-1.1 Exhibit 1.1 Weber Inc. Class A Common Stock, par value $0.001 per share Underwriting Agreement [•], 2021 Goldman Sachs & Co. LLC, BofA Securities, Inc., J.P. Morgan Securities LLC As representatives (the “Representatives”) of the several Underwriters named in Schedule I hereto, c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 c/o BofA Securities, |
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| July 27, 2021 |
Form of Employment Agreement between Weber-Stephen Products LLC and William J. Horton EX-10.13 6 d39834dex1013.htm EX-10.13 Exhibit 10.13 Weber-Stephen Products LLC July [•], 2021 William Horton Dear Bill: 1. This letter agreement (this “Agreement”) sets forth the terms and conditions of your continued employment with Weber-Stephen Products LLC, a Delaware limited liability company (the “Company”), following the closing of the initial public offering (the “IPO Closing Date”) of Web |
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| July 27, 2021 |
Form of Employment Agreement between Weber-Stephen Products LLC and Michael G. Jacobs EX-10.14 7 d39834dex1014.htm EX-10.14 Exhibit 10.14 Weber-Stephen Products LLC July [•], 2021 Michael Jacobs Dear Michael: 1. This letter agreement (this “Agreement”) sets forth the terms and conditions of your continued employment with Weber-Stephen Products LLC, a Delaware limited liability company (the “Company”), following the closing of the initial public offering (the “IPO Closing Date”) of |
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| July 27, 2021 |
Form of Employment Agreement between Weber-Stephen Products LLC and Chris M. Scherzinger Exhibit 10.11 Weber-Stephen Products LLC July [?], 2021 Chris Scherzinger [ADDRESS] Dear Chris: 1. This letter agreement (this ?Agreement?), which amends and restates the letter agreement between you and Weber-Stephen Products LLC, a Delaware limited liability company (the ?Company?), dated as of April 12, 2018 and amended on March 15, 2019 (collectively, the ?Prior Agreement?), sets forth the key |
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| July 27, 2021 |
As filed with the Securities and Exchange Commission on July 27, 2021. S-1/A Table of Contents As filed with the Securities and Exchange Commission on July 27, 2021. |
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| July 27, 2021 |
Subsidiaries of the Registrant EX-21 10 d39834dex21.htm EX-21 Exhibit 21 Subsidiaries of the Registrant Entity Name Jurisdiction of Organization Weber-Stephen Products LLC Delaware Weber-Stephen Products Co. (Aust) Pty Ltd. Australia Weber-Stephen Products (U.K.) Limited United Kingdom Weber-Stephen Nordic ApS Denmark Weber-Stephen France SAS France Weber-Stephen Deutschland GmbH Germany Weber-Stephen Österreich GmbH Austria We |
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| July 27, 2021 |
Exhibit 10.23 EXECUTION COPY FIRST AMENDMENT TO CREDIT AGREEMENT First Amendment to Credit Agreement dated as of July 16, 2021 (this ?Amendment?) by and among Weber-Stephen Products LLC, a Delaware limited liability company (the ?Borrower?), Weber-Stephen Products Belgium BV, a Belgium private limited company with registered office at Blarenberglaan 6, box 4, 2800 Mechelen, Belgium, registered wit |
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| July 27, 2021 |
Form of Employment Agreement between Weber-Stephen Products LLC and Mary A. Sagripanti EX-10.15 8 d39834dex1015.htm EX-10.15 Exhibit 10.15 Weber-Stephen Products LLC July [•], 2021 Mary Sagripanti Dear Mary: 1. This letter agreement (this “Agreement”) sets forth the terms and conditions of your continued employment with Weber-Stephen Products LLC, a Delaware limited liability company (the “Company”), following the closing of the initial public offering (the “IPO Closing Date”) of We |
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| July 12, 2021 |
Exhibit 10.7 Weber Inc. PERFORMANCE-BASED RESTRICTED STOCK UNIT AWARD AGREEMENT Grant Notice (For Employees) This Performance-Based Restricted Stock Unit Award Agreement (?Agreement?) is entered into by and between Weber Inc. (the ?Company?) and the participant whose name appears below (the ?Participant?) in order to set forth the terms and conditions of performance-based Restricted Stock Units (t |
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| July 12, 2021 |
Form of Weber-Stephen Management Pool LLC Common Unit Agreement Exhibit 10.19 WEBER-STEPHEN MANAGEMENT POOL LLC COMMON UNIT AGREEMENT THIS COMMON UNIT AGREEMENT (this “Agreement”) is made and entered into as of [•], 2021, by and between Weber-Stephen Management Pool LLC, a Delaware limited liability company (the “Management Pool”), Weber HoldCo LLC, a Delaware limited liability company (the “Company”), and the individual listed on Schedule A (“Holder”). Capita |
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| July 12, 2021 |
Form of Stockholders Agreement between Weber Inc. and the Pre-IPO LLC Members Exhibit 10.5 STOCKHOLDERS AGREEMENT AGREEMENT, dated as of [?], 2021 (?Agreement?) among the parties listed on the signature pages hereto (each, together with his, her or its Permitted Transferees as defined in the Amended and Restated Certificate of Incorporation of Pubco, a ?Holder,? and together, the ?Holders?) and Weber Inc. (?Pubco?). WHEREAS, Pubco intends to consummate an initial public off |
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| July 12, 2021 |
Form of Weber Inc. Employee Stock Purchase Plan Exhibit 10.10 WEBER INC. EMPLOYEE STOCK PURCHASE PLAN Section 1. Purpose. This Weber Inc. Employee Stock Purchase Plan (the “Plan”) is intended to provide employees of the Company and its Participating Subsidiaries with an opportunity to acquire a proprietary interest in the Company through the purchase of Shares. Initially, the Plan is not intended to qualify as an “employee stock purchase plan” |
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| July 12, 2021 |
Form of Director and Executive Officer Indemnification Agreement Exhibit 10.20 FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement (this ?Agreement?), made and entered into as of the day of , 2021, by and between Weber Inc., a Delaware corporation (the ?Company?) and Weber HoldCo LLC, a Delaware limited liability company (the ?LLC? and, together with the Company, the ?Parties?) and [] (?Indemnitee?). W I T N E S S E T H: WHEREAS, highly competent p |
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| July 12, 2021 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT by and among the Persons listed on Schedule A hereto and WEBER INC. Dated as of [?], 2021 This REGISTRATION RIGHTS AGREEMENT, dated as of [?], 2021 (as it may be amended supplemented or otherwise modified from time to time, this ?Agreement?), is made among Weber Inc., a Delaware corporation (the ?Company?); the stockholders listed on Schedule A hereto and |
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| July 12, 2021 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of WEBER INC. (Pursuant to Section 242 and 245 of the General Corporation Law of the State of Delaware) Weber Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), hereby certifies as follows: FIRST: The name of the Corporation is Weber Inc. The date of filing of its original certificate |
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| July 12, 2021 |
Exhibit 10.16 SERVICE CONTRACT Weber-Stephen Deutschland GmbH, Frankfurt am Main - hereinafter referred to as the ?Company?- and Mr. Hans-J?rgen Herr [ADDRESS] - hereinafter referred to as ?Mr. Herr? - hereby enter into the following Service Contract: I. Position and Scope of Duties (1) The Company and Mr. Herr hereby agree that Mr. Herr began employment by the Company as of March 1, 2004. He has |
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| July 12, 2021 |
Exhibit 3.2 AMENDED AND RESTATED BY-LAWS of WEBER INC. (A Delaware Corporation) TABLE OF CONTENTS PAGE ARTICLE 1 Definitions ARTICLE 2 Stockholders Section 2.01. Place of Meetings 2 Section 2.02. Annual Meetings; Stockholder Proposals 3 Section 2.03. Special Meetings 6 Section 2.04. Record Date 6 Section 2.05. Notice of Meetings of Stockholders 7 Section 2.06. Waivers of Notice 8 Section 2.07. Lis |
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| July 12, 2021 |
Exhibit 10.8 Weber Inc. RESTRICTED STOCK UNIT AWARD AGREEMENT Grant Notice (For Employees) This Restricted Stock Unit Award Agreement (?Agreement?) is entered into by and between Weber Inc. (the ?Company?) and the participant whose name appears below (the ?Participant?) in order to set forth the terms and conditions of Restricted Stock Units (the ?RSUs?) granted to the Participant under the Weber |
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| July 12, 2021 |
Form of Tax Receivable Agreement between Weber Inc. and the Pre-IPO LLC Members Exhibit 10.4 TAX RECEIVABLE AGREEMENT between Weber Inc. and THE PERSONS NAMED HEREIN Dated as of [ ], 2021 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 SECTION 1.1. Definitions 2 ARTICLE II DETERMINATION OF CERTAIN REALIZED TAX BENEFIT 12 SECTION 2.1. Basis Schedule 12 SECTION 2.2. Tax Benefit Schedule 13 SECTION 2.3. Procedures, Amendments 14 ARTICLE III TAX BENEFIT PAYMENTS 15 SECTION 3.1. Pa |
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| July 12, 2021 |
Form of Weber Inc. Omnibus Incentive Plan Director Restricted Stock Unit Award Agreement EX-10.9 12 d39834dex109.htm EX-10.9 Exhibit 10.9 Weber Inc. DIRECTOR RESTRICTED STOCK UNIT AWARD AGREEMENT This Director Restricted Stock Unit Award Agreement (“Agreement”) is entered into by and between Weber Inc. (the “Company”) and the participant whose name appears below (the “Participant”) in order to set forth the terms and conditions of Director Restricted Stock Units (the “DRSUs”) granted |
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| July 12, 2021 |
Form of Fifth Amended and Restated Limited Liability Company Agreement of Weber-Stephen Products LLC EX-10.1 4 d39834dex101.htm EX-10.1 Exhibit 10.1 FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF WEBER-STEPHEN PRODUCTS LLC [•], 2021 This Fifth Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Weber-Stephen Products LLC, a Delaware limited liability company, is entered into by WSP IntermediateCo, LLC, a Delaware limited liability company (the “Sole M |
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| July 12, 2021 |
Form of Weber-Stephen Management Pool LLC Profits Interest Agreement Exhibit 10.18 WEBER-STEPHEN MANAGEMENT POOL LLC PROFIT INTEREST AGREEMENT THIS PROFIT INTEREST AGREEMENT (this ?Agreement?) is made and entered into as of [?], 2021, by and between Weber-Stephen Management Pool LLC, a Delaware limited liability company (the ?Management Pool?), Weber HoldCo LLC, a Delaware limited liability company (the ?Company?), and the individual listed on Schedule A (?Holder?) |
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| July 12, 2021 |
CORRESP 1 filename1.htm New York Northern California Washington DC São Paulo London Paris Madrid Hong Kong Beijing Tokyo Pedro J. Bermeo Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 212 450 4091 tel [email protected] CONFIDENTIAL July 12, 2021 Re: Weber Inc. Amendment No. 1 to Draft Registration Statement on Form S-1 Confidentially Submitted June 23, 2021 CIK No. 0001 |
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| July 12, 2021 |
Exhibit 10.17 October 9, 2019 Herrn Hans-J?rgen Herr [ADDRESS] Retention Bonus Agreement This Retention Bonus Agreement (this ?Agreement?), between Hans-J?rgen Herr (the ?Employee?) and Weber-Stephen Deutschland GmbH (the ?Company?) sets forth the terms and conditions of bonuses to be paid to the Employee by the Company, effective as of September 1, 2019 (the ?Effective Date?); WHEREAS, the Employ |
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| July 12, 2021 |
Exhibit 10.3 REORGANIZATION AGREEMENT This REORGANIZATION AGREEMENT (this ?Agreement?), dated as of [?], 2021, is entered into by and among (a) Weber-Stephen Products LLC, a Delaware limited liability company (?WSP?); (b) Weber HoldCo LLC, a Delaware limited liability company (?Holdco?); (c) Weber Merger Sub, LLC, a Delaware limited liability company (?Weber Merger Sub?); (d) WSP Merger Sub, LLC, |
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| July 12, 2021 |
Form of Weber Inc. Omnibus Incentive Plan EX-10.6 9 d39834dex106.htm EX-10.6 Exhibit 10.6 WEBER INC. OMNIBUS INCENTIVE PLAN Section 1. Purpose. The purpose of the Weber Inc. Omnibus Incentive Plan (as amended from time to time, the “Plan”) is to motivate and reward employees and other individuals to perform at the highest level and contribute significantly to the success of Weber Inc. (the “Company”), thereby furthering the best interests |
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| July 12, 2021 |
As filed with the Securities and Exchange Commission on July 12, 2021. Table of Contents As filed with the Securities and Exchange Commission on July 12, 2021. |
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| July 12, 2021 |
EX-10.22 20 d39834dex1022.htm EX-10.22 Exhibit 10.22 Execution Version CREDIT AGREEMENT dated as of October 30, 2020 by and among WEBER-STEPHEN PRODUCTS LLC, as the Borrower, WEBER-STEPHEN PRODUCTS BELGIUM BV, as the Euro Borrower, THE LENDERS AND ISSUING BANKS PARTY HERETO, BANK OF AMERICA, N.A., as Administrative Agent, BANK OF AMERICA, N.A., BMO CAPITAL MARKETS CORP., CITIBANK, N.A., JPMORGAN C |
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| July 12, 2021 |
Form of Amended and Restated Limited Liability Agreement of Weber HoldCo LLC Exhibit 10.21 AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of WEBER HOLDCO LLC Dated as of [?], 2021 TABLE OF CONTENTS PAGE ARTICLE 1 Definitions and Usage Section 1.01. Definitions 1 Section 1.02. Other Definitional and Interpretative Provisions 13 ARTICLE 2 The Company Section 2.01. Formation 14 Section 2.02. Name 14 Section 2.03. Term 14 Section 2.04. Registered Agent and Registered |
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| June 23, 2021 |
AMENDED AND RESTATED BY-LAWS WEBER INC. (A Delaware Corporation) EX-3.2 3 filename3.htm Exhibit 3.2 AMENDED AND RESTATED BY-LAWS of WEBER INC. (A Delaware Corporation) TABLE OF CONTENTS PAGE ARTICLE 1 Definitions ARTICLE 2 Stockholders Section 2.01. Place of Meetings 2 Section 2.02. Annual Meetings; Stockholder Proposals 3 Section 2.03. Special Meetings 6 Section 2.04. Record Date 6 Section 2.05. Notice of Meetings of Stockholders 7 Section 2.06. Waivers of Not |
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| June 23, 2021 |
Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION of WEBER INC. (Pursuant to Section 242 and 245 of the General Corporation Law of the State of Delaware) Weber Inc., a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), hereby certifies as follows: FIRST: The name of the Corporation is Weber Inc. The date of filing of its original certificate |
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| June 23, 2021 |
EX-10.5 5 filename5.htm Exhibit 10.5 STOCKHOLDERS AGREEMENT AGREEMENT, dated as of [•], 2021 (“Agreement”) among the parties listed on the signature pages hereto (each, together with his, her or its Permitted Transferees as defined in the Amended and Restated Certificate of Incorporation of Pubco, a “Holder,” and together, the “Holders”) and Weber Inc. (“Pubco”). WHEREAS, Pubco intends to consumma |
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| June 23, 2021 |
Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT by and among the Persons listed on Schedule A hereto and WEBER INC. Dated as of [?], 2021 This REGISTRATION RIGHTS AGREEMENT, dated as of [?], 2021 (as it may be amended supplemented or otherwise modified from time to time, this ?Agreement?), is made among Weber Inc., a Delaware corporation (the ?Company?); the stockholders listed on Schedule A hereto and |
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| June 23, 2021 |
New York Northern California Washington DC S?o Paulo London Paris Madrid Hong Kong Beijing Tokyo Pedro J. |
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| June 23, 2021 |
Table of Contents Weber Inc. has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission As confidentially submitted to the Securities and Exchange Commission on June 23, 2021 as Amendment No. 1 to the draft registration statement submitted on May 10, 2021. This Amendment No. 1 to the draft registra |
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| May 10, 2021 |
Table of Contents Weber Inc. has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission As confidentially submitted to the Securities and Exchange Commission on May 10, 2021 This draft registration statement has not been publicly filed with the Securities and Exchange Commission and all information |
