Filing Details

Accession Number:
0001628280-23-033754
Form Type:
4
Zero Holdings:
No
Publication Time:
2023-10-03 21:19:29
Reporting Period:
2023-10-01
Accepted Time:
2023-10-03 21:19:29
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1616707 Wayfair Inc. W Retail-Catalog & Mail-Order Houses (5961) 364791999
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1950170 Kate Gulliver C/O Wayfair Inc., 4 Copley Place
Boston MA 02116
Cfo And Chief Admin Officer No Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Acquisiton 2023-10-01 711 $0.00 48,497 No 4 M Direct
Class A Common Stock Acquisiton 2023-10-01 870 $0.00 49,367 No 4 M Direct
Class A Common Stock Acquisiton 2023-10-01 2,084 $0.00 51,451 No 4 M Direct
Class A Common Stock Acquisiton 2023-10-01 503 $0.00 51,954 No 4 M Direct
Class A Common Stock Acquisiton 2023-10-01 750 $0.00 52,704 No 4 M Direct
Class A Common Stock Acquisiton 2023-10-01 14,071 $0.00 66,775 No 4 M Direct
Class A Common Stock Disposition 2023-10-03 2,156 $55.89 64,619 No 4 S Direct
Class A Common Stock Disposition 2023-10-03 2,993 $56.91 61,626 No 4 S Direct
Class A Common Stock Disposition 2023-10-03 1,800 $57.54 59,826 No 4 S Direct
Class A Common Stock Disposition 2023-10-03 300 $58.89 59,526 No 4 S Direct
Class A Common Stock Disposition 2023-10-03 460 $59.81 59,066 No 4 S Direct
Class A Common Stock Disposition 2023-10-03 452 $61.62 58,614 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 M Direct
No 4 M Direct
No 4 M Direct
No 4 M Direct
No 4 M Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class A Common Stock Restricted Stock Unit ("RSU") Disposition 2023-10-01 711 $0.00 711 $0.00
Class A Common Stock Restricted Stock Unit ("RSU") Disposition 2023-10-01 503 $0.00 503 $0.00
Class A Common Stock Restricted Stock Unit ("RSU") Disposition 2023-10-01 870 $0.00 870 $0.00
Class A Common Stock Restricted Stock Units ("RSUs") Disposition 2023-10-01 2,084 $0.00 2,084 $0.00
Class A Common Stock Restricted Stock Unit ("RSU") Disposition 2023-10-01 750 $0.00 750 $0.00
Class A Common Stock Restricted Stock Unit ("RSU") Disposition 2023-10-01 14,071 $0.00 14,071 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
5,666 No 4 M Direct
1,340 No 4 M Direct
5,830 No 4 M Direct
13,771 No 4 M Direct
2,522 No 4 M Direct
0 No 4 M Direct
Footnotes
  1. Represents the number of shares sold by Wayfair Inc. on behalf of the reporting person, which sale is mandatory pursuant to Wayfair Inc.'s policies to cover necessary tax withholding obligations in connection with the vesting of the RSUs listed in Table II. Such sales do not represent a discretionary trade by the reporting person.
  2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.37 to $56.33, inclusive. The reporting person undertakes to provide to Wayfair Inc., any security holder of Wayfair Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
  3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $56.35 to $57.33, inclusive. The reporting person undertakes to provide to Wayfair Inc., any security holder of Wayfair Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
  4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.34 to $57.98, inclusive. The reporting person undertakes to provide to Wayfair Inc., any security holder of Wayfair Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
  5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.39 to $59.23, inclusive. The reporting person undertakes to provide to Wayfair Inc., any security holder of Wayfair Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
  6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $59.49 to $59.92, inclusive. The reporting person undertakes to provide to Wayfair Inc., any security holder of Wayfair Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
  7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $61.23 to $61.87, inclusive. The reporting person undertakes to provide to Wayfair Inc., any security holder of Wayfair Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
  8. Each RSU represents a contingent right to receive one share of Class A Common Stock when vested.
  9. These RSUs, which were granted on November 11, 2021, vest upon the satisfaction of a service condition and have no expiration date. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, 3,376 shares will vest in substantially equal quarterly amounts commencing January 1, 2024, 723 shares will vest in substantially equal quarterly amounts commencing January 1, 2025, and 1,567 shares will vest in substantially equal quarterly amounts commencing on January 1, 2026.
  10. These RSUs, which were granted on November 12, 2020, vest upon the satisfaction of a service condition and have no expiration date. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, 1,340 shares will vest in equal quarterly amounts commencing January 1, 2025.
  11. These RSUs, which were granted on April 18, 2022, vest upon the satisfaction of a service condition and have no expiration date. The service condition was initially partially satisfied on July 1, 2022 as to 1,811 shares and vest as to varying amounts thereafter for every subsequent three months of continuous service over a period of five years. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, 870 shares will vest on January 1, 2024, 871 shares will vest on April 1, 2024, 2,346 shares will vest in substantially equal quarterly amounts commencing July 1, 2024, 868 shares will vest in equal quarterly amounts commencing July 1, 2025, and 875 shares will vest in substantially equal quarterly amounts commencing July 1, 2026.
  12. These RSUs, which were granted on February 1, 2023, vest upon the satisfaction of a service condition and have no expiration date. The service condition was initially partially satisfied on April 1, 2023 as to 6,731 shares and vest as to varying amounts thereafter for every subsequent three months of continuous service over a period of four years. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, 2,083 shares will vest on January 1, 2024, 2,084 shares will vest on April 1, 2024, 5,556 shares will vest in equal quarterly amounts commencing July 1, 2024, 2,336 shares will vest in equal quarterly amounts commencing July 1, 2025, and 1,712 shares will vest in equal quarterly amounts commencing July 1, 2026.
  13. These RSUs, which were granted on November 5, 2019, vest upon the satisfaction of a service condition and have no expiration date. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, 2,522 shares will vest in substantially equal quarterly amounts commencing January 1, 2024.
  14. These RSUs vest upon the satisfaction of a service condition and have no expiration date. The service condition was fully satisfied on October 1, 2023.