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Wayfair Inc. Director's Dealing 2025

Aug 16, 2025

30599_dirs_2025-08-15_5167e4e3-b6c7-4ce6-a3b6-7f84234ffca8.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: 2025-08-13

Reporting Person: Shah Niraj (Director, Chief Executive Officer, 10% Owner)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2025-08-13 Class A Common Stock C 600000 Acquired 743559 Direct
2025-08-13 Class A Common Stock S 63075 $77.40 Disposed 680484 Direct
2025-08-13 Class A Common Stock S 88780 $78.59 Disposed 591704 Direct
2025-08-13 Class A Common Stock S 47567 $79.36 Disposed 544137 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2025-08-13 Class B Common Stock $ C 600000 Disposed Class A Common Stock (600000) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Class A Common Stock 22857 Indirect

Footnotes

F1: On August 13, 2025, the reporting person converted, at his election, 600,000 shares of his Class B Common Stock into Class A Common Stock. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date.

F2: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 15, 2024.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.00 to $77.99, 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.00 to $78.99, 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.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.00 to $79.90, 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.

F6: Represents shares directly owned by SK Ventures LLC, of which the reporting person is a member and may be deemed to be a beneficial owner.