Weave Communications Announces Merger Agreement — $7.40/Share Cash

What Happened Weave Communications, Inc. (WEAV) announced on August 18, 2026 that it entered into a definitive Agreement and Plan of Merger with Willow Parent, LLC and Willow Merger Sub, Inc., affiliates of Francisco Partners. Under the Merger Agreement each outstanding public share (other than certain excluded shares) will be converted into the right to receive $7.40 per share in cash. The Company’s board unanimously approved and recommended the transaction and the company filed this Form 8-K on August 19, 2026.

Key Details

• Merger consideration: $7.40 in cash per share for each outstanding common share (subject to withholding).
• Timing & approvals: Proxy statement to be filed (preliminary within 30 days); transaction requires majority stockholder approval, HSR clearance and other customary closing conditions; expected close in Q4 2026 (subject to conditions).
• Equity awards: Vested options/RSUs convert to cash (value = Merger Consideration minus exercise price for options); in-the-money vested options get cash, options/RSUs with exercise price ≥ $7.40 or held by non-continuing employees may be cancelled for no consideration; unvested awards convert to cash subject to original vesting terms.
• Terms, protections & fees: Support agreements from directors/funds holding ~14.5% of voting power; sponsors (Francisco Partners funds) delivered an equity commitment letter and a limited guarantee; termination fees and liability caps include a $39.0M reverse termination fee payable by Parent in some cases and a $22.8M fee payable by the Company in certain terminations.

Why It Matters This is a cash acquisition that would take Weave private and delist its shares from the NYSE if completed — shareholders would receive $7.40 per share instead of continued public ownership. The deal requires shareholder and regulatory approvals and includes provisions that affect employee equity awards and the Company’s ESPP. Investors should watch the proxy filing, the special meeting vote, and regulatory review (HSR and any other required approvals) to assess timing and the likelihood of closing.