Had the same problem.Worked half a day trying to down load the software.I finally decided to try it one more time this morning.I did a hard reset on my iPhone 12 then reset the watch.I had read where a lady used a different country and language to get hers to work.I used English as the language and Portugal as the country.As soon as I placed the phone over the watch to pair it started downloading the iOS update.It about an hour to update but the watch is working just fine.