State of Israel
|
Not applicable
|
|
(State or other jurisdiction of
incorporation or organization)
|
(I.R.S. Employer
Identification No.)
|
|
1 Walter Moses St.,
Tel Aviv, Israel
|
6789903
|
|
(Address of Principal Executive Offices)
|
(Zip Code)
|
Joshua G. Kiernan
Nathan Ajiashvili
Latham & Watkins LLP
1271 Avenue of the Americas
New York, New York 10020
Tel: (212) 906-1200
Fax: (212) 751-4864
|
Shachar Hadar
Matthew Rudolph
Meitar | Law Offices
16 Abba Hillel Road
Ramat Gan, 5250608, Israel
Tel: +972 (3) 610-3100
Fax: +972 (3) 610-3111
|
|
Large accelerated filer
|
|
☐
|
|
Accelerated filer
|
|
☒
|
|
|
|
|
|||
Non-accelerated filer
|
|
☐
|
|
Smaller reporting company
|
|
☐
|
|
|
|
|
|||
|
|
|
|
Emerging growth company
|
|
☒
|
Exhibit
Number
|
|
Exhibit
|
|
|
|
|
||
|
||
|
(1)
|
Incorporated by reference to Exhibit 1.1 to the Registrant's Annual Report on Form 20-F (File No. 001-40490), filed with the Commission on March 14, 2023.
|
(2)
|
Incorporated by reference to Exhibit 10.2 to the Registrant’s Registration Statement on Form F-1 (File No. 333-256219), filed with the SEC on June 7, 2021.
|
(3)
|
Incorporated by reference to Exhibit 10.3 to the Registrant’s Registration Statement on Form F-1 (File No. 333-256219), filed with the SEC on June 7, 2021.
|
*
|
Filed herewith.
|
WALKME LTD.
|
||
|
|
|
By:
|
/s/ Dan Adika
|
|
Name:
|
Dan Adika
|
|
Title:
|
Chief Executive Officer
|
Signature
|
|
Title
|
|
Date
|
|
|
|
||
/s/ Dan Adika
Dan Adika
|
|
Chief Executive Officer and Director
(Principal Executive Officer)
|
|
March 14, 2023
|
|
|
|
||
/s/ Hagit Ynon
Hagit Ynon
|
|
Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)
|
|
March 14, 2023
|
|
|
|
||
/s/ Michele Bettencourt
Michele Bettencourt
|
|
Chairperson of the Board
|
|
March 14, 2023
|
|
|
|
||
/s/ Haleli Barath
Haleli Barath
|
|
Director
|
|
March 14, 2023
|
|
|
|
||
/s/ Menashe Ezra
Menashe Ezra
|
|
Director
|
|
March 14, 2023
|
|
|
|
||
/s/ Ron Gutler
Ron Gutler
|
|
Director
|
|
March 14, 2023
|
|
|
|
||
/s/ Jeff Horing
Jeff Horing
|
|
Director
|
|
March 14, 2023
|
|
|
|
||
/s/ Rory O’Driscoll
Rory O’Driscoll
|
|
Director
|
|
March 14, 2023
|
|
|
|
||
____________________
Michael Risman
|
|
Director
|
|
March 14, 2023
|
/s/ Roy Saar
Roy Saar
|
|
Director
|
|
March 14, 2023
|
____________________
Rafael Sweary
|
Director
|
March 14, 2023
|
WALKME, INC.
|
||
|
|
|
By:
|
/s/ Paul Bradley Shinn
|
|
Name:
|
Paul Bradley Shinn
|
|
Title:
|
General Counsel
|
WalkMe Ltd.
1 Walter Moses St., Tel Aviv, Israel
|
|
|
|
|
|
|
|
Very truly yours,
|
|
|
|
|
|
/s/ Meitar Law Offices
|
Plan
|
Security Type
|
Security Class Title
|
Fee Calculation Rule
|
Amount Registered
(1)(3)
|
Proposed Maximum Offering Price Per Unit
(2)
|
Maximum Aggregate Offering Price
|
Fee Rate
|
Amount of Registration Fee
|
2021 Share Incentive Plan
|
Equity
|
Ordinary shares, no par value per share
|
Rule 457(c)
and 457(h) |
4,339,004
|
$10.07
|
$43,693,770.28
|
$110.20 per million dollars
|
$4,815.06
|
2021 Employee Share Purchase Plan
|
Equity
|
Ordinary shares, no par value per share
|
Rule 457(c)
and 457(h) |
1,057,521
|
$10.07
|
$10,649,236.47
|
$110.20 per million dollars
|
$1,173.55
|
Total Offering Amounts
|
$54,343,006.75
|
$5,988.60
|
||||||
Total Fee Offsets(4)
|
$-
|
|||||||
Net Fee Due
|
$5,988.60
|
Tel Aviv, Israel
|
/s/ Kost Forer Gabbay & Kasierer
|
|
March 14, 2023
|
A Member of Ernst & Young Global
|