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Wayfair Inc. — Director's Dealing 2024
Jul 3, 2024
30599_dirs_2024-07-03_e90aa0a2-a6c1-4e4a-a70f-e0aff4cd12eb.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Wayfair Inc. (W)
CIK: 0001616707
Period of Report: 2024-07-01
Reporting Person: Tan Fiona (Chief Technology Officer)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-07-01 | Class A Common Stock | M | 1400 | — | Acquired | 42427 | Direct |
| 2024-07-01 | Class A Common Stock | M | 3500 | — | Acquired | 45927 | Direct |
| 2024-07-01 | Class A Common Stock | M | 26183 | — | Acquired | 72110 | Direct |
| 2024-07-02 | Class A Common Stock | S | 5686 | $50.42 | Disposed | 66424 | Direct |
| 2024-07-02 | Class A Common Stock | S | 2350 | $51.17 | Disposed | 64074 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2024-07-01 | Restricted Stock Unit ("RSU") | $ | M | 1400 | Disposed | Class A Common Stock (1400) | Direct | |
| 2024-07-01 | Restricted Stock Unit ("RSU") | $ | M | 3500 | Disposed | Class A Common Stock (3500) | Direct | |
| 2024-07-01 | Restricted Stock Unit ("RSU") | $ | M | 26183 | Disposed | Class A Common Stock (26183) | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Class A Common Stock | 77238 | Indirect |
Footnotes
F1: Represents the number of shares required to be sold by the reporting person to cover tax withholding obligations in connection with the vesting of the RSUs listed in Table II and does not represent a discretionary trade by the reporting person.
F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $50.02 to $51.00, 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.
F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.06 to $51.33, 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.
F4: The reporting person is the trustee of the revocable trust, and members of the reporting person's immediate family are the sole beneficiaries of the revocable trust.
F5: Each RSU represents a contingent right to receive one share of Class A Common Stock when vested.
F6: These RSUs, which were granted on April 18, 2022, 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, 1,401 shares will vest on October 1, 2024, 1,400 shares will vest on January 1, 2025 and 1,401 shares will vest on April 1, 2025, an aggregate amount of 6,542 shares will vest in substantially equal quarterly amounts commencing July 1, 2025, and an aggregate amount of 4,795 shares will vest in substantially equal quarterly amounts commencing July 1, 2026.
F7: 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, 3,500 shares will vest on October 1, 2024.
F8: These RSUs, which were granted on June 14, 2024, vest upon the satisfaction of a service condition and have no expiration date. The service condition was fully satisfied on July 1, 2024.