Wayfair Inc. — Director's Dealing 2017

Nov 21, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Wayfair Inc. (W)
CIK: 0001616707
Period of Report: 2017-11-17

Reporting Person: Agrawal Neeraj (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-11-17	Class A Common Stock	S	20000	$66.7289	Disposed	45188	Direct

Footnotes

F1: Represents weighted-average sales price. The shares were sold at prices ranging from $66.21 to $67.00. The Reporting Person will provide upon request, to the SEC, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price.

F2: The number of shares reported as directly held by the Reporting Person reflects the change in form of beneficial ownership of 65,188 shares previously reported by the Reporting Person as indirectly held through the Reporting Person's interest in Battery Ventures IX, L.P. ("Battery Ventures IX") and Battery Investment Partners IX, LLC ("BIP IX"). Such shares were received by virtue of pro-rata in-kind distributions of common stock of the Issuer by Battery Ventures IX and by BIP IX to their partners and members without consideration, including Battery Partners IX, LLC ("BP IX"), and the further pro-rata in-kind distributions of such shares by BP IX to its members, including the Reporting Person. Following such distributions, neither Battery Ventures IX nor BIP IX owns any shares.