Kate Gulliver - 01 Jan 2026 Form 4 Insider Report for Wayfair Inc. (W)

Role
CFO and Chief Admin Officer
Signature
/s/ Enrique Colbert, Attorney-In-Fact for Kate Gulliver
Issuer symbol
W
Transactions as of
01 Jan 2026
Net transactions value
-$4,841,175
Form type
4
Filing time
05 Jan 2026, 20:03:18 UTC
Previous filing
22 Dec 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Gulliver Kate CFO and Chief Admin Officer C/O WAYFAIR INC., 4 COPLEY PLACE, BOSTON /s/ Enrique Colbert, Attorney-In-Fact for Kate Gulliver 05 Jan 2026 0001950170

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction W Class A Common Stock Options Exercise $0 +391 +0.22% $0.000000 175,888 01 Jan 2026 Direct
transaction W Class A Common Stock Options Exercise $0 +217 +0.12% $0.000000 176,105 01 Jan 2026 Direct
transaction W Class A Common Stock Options Exercise $0 +584 +0.33% $0.000000 176,689 01 Jan 2026 Direct
transaction W Class A Common Stock Options Exercise $0 +18,001 +10% $0.000000 194,690 01 Jan 2026 Direct
transaction W Class A Common Stock Tax liability $954,245 -8,955 -4.6% $106.56 185,735 01 Jan 2026 Direct F1
transaction W Class A Common Stock Sale $3,886,930 -36,497 -20% $106.50 149,238 02 Jan 2026 Direct F2

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 Unit ("RSU") Options Exercise $0 -391 -25% $0.000000 1,176 01 Jan 2026 Class A Common Stock 391 Direct F3, F4
transaction W Restricted Stock Unit ("RSU") Options Exercise $0 -217 -17% $0.000000 1,092 01 Jan 2026 Class A Common Stock 217 Direct F3, F5
transaction W Restricted Stock Units ("RSUs") Options Exercise $0 -584 -20% $0.000000 2,296 01 Jan 2026 Class A Common Stock 584 Direct F3, F6
transaction W Restricted Stock Unit ("RSU") Options Exercise $0 -18,001 -100% $0.000000 0 01 Jan 2026 Class A Common Stock 18,001 Direct F3, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 These shares represent the number of shares of Class A Common Stock withheld by the issuer to satisfy the reporting person's tax withholding obligation upon the vesting of the RSUs reported in this Form 4.
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 6, 2025.
F3 Each RSU represents a contingent right to receive one share of Class A Common Stock when vested.
F4 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, 392 shares will vest on each of April 1, 2026, July 1, 2026, and October 1, 2026.
F5 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, 217 shares will vest on April 1, 2026, and an aggregate amount of 875 shares will vest in substantially equal quarterly amounts commencing July 1, 2026.
F6 These RSUs, which were granted on February 1, 2023, 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, 584 shares will vest on April 1, 2026, and an aggregate amount of 1,712 shares will vest in equal quarterly amounts commencing July 1, 2026.
F7 These RSUs, which were granted on December 21, 2025, vest upon the satisfaction of a service condition and have no expiration date. The service condition was fully satisfied on January 1, 2026.