Michael D. Fleisher - Jul 15, 2022 Form 4 Insider Report for Wayfair Inc. (W)

Role
Chief Financial Officer
Signature
/s/ Enrique Colbert, Attorney-in-Fact for Michael D. Fleisher
Stock symbol
W
Transactions as of
Jul 15, 2022
Transactions value $
-$317,148
Form type
4
Date filed
7/19/2022, 08:44 PM
Previous filing
Jun 14, 2022
Next filing
Oct 18, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction W Class A Common Stock Options Exercise $0 +13.8K +23.39% $0.00 72.5K Jul 15, 2022 Direct
transaction W Class A Common Stock Sale -$31.8K -602 -0.83% $52.87 71.9K Jul 18, 2022 Direct F1
transaction W Class A Common Stock Sale -$285K -5.27K -7.33% $54.12 66.7K Jul 18, 2022 Direct F1, F2
holding W Class A Common Stock 20K Jul 15, 2022 By Grantor Retained Annuity Trust F3
holding W Class A Common Stock 25.2K Jul 15, 2022 By Grantor Retained Annuity Trust F3
holding W Class A Common Stock 20K Jul 15, 2022 By Grantor Retained Annuity Trust F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction W Restricted Stock Units ("RSUs") Options Exercise $0 -13.8K -33.33% $0.00 27.5K Jul 15, 2022 Class A Common Stock 13.8K Direct F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
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 $53.89 to $54.38, 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 shares are held in one of three grantor retained annuity trusts for the benefit of the reporting person's children, of which the reporting person is trustee and sole annuitant.
F4 Each RSU represents a contingent right to receive one share of Class A Common Stock when vested.
F5 These RSUs vest upon the satisfaction of a service condition and have no expiration date. The service condition is satisfied as to 1/20th of the shares on April 15, 2018 and as to an additional 1/20th of the shares for every three months of continuous service thereafter.