Key facts
- This page summarizes Thomas Netzer's Form 4 filing for Wayfair Inc. (W).
- 8 reported transactions and 2 derivative rows are listed below.
- Accepted by SEC: 05 Jul 2023, 21:29.
Key filing fact
Ownership activity is grounded in SEC Form 4 disclosures.
Shares, units, or other non-derivative securities reported in this filing.
Options Exercise
Options Exercise
Sale
Sale
Sale
Sale
Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.
Options Exercise
Options Exercise
Additional SEC filing notes
Rule 10b5-1 trading plan
These transactions were reported as open-market trades under a Rule 10b5-1 plan. The plan lets an insider set trading instructions in advance, which can reduce the risk of trading while in possession of material nonpublic information.
Original filing language: transaction made pursuant to a contract, instruction, or written plan intended to satisfy Rule 10b5-1(c).
Footnote F1
Represents the number of shares sold by Wayfair Inc. on behalf of the reporting person, which sale is mandatory pursuant to Wayfair Inc.'s policies to cover necessary tax withholding obligations in connection with the vesting of the Restricted Stock Units ("RSUs") listed in Table II. Such sales do not represent a discretionary trade by the reporting person.
Footnote F2
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.35 to $64.33, 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.
Footnote F3
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.34 to $65.18, 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.
Footnote F4
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.63 to $66.05, 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.
Footnote F5
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $66.45 to $66.67, 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.
Footnote F6
Each RSU represents a contingent right to receive one share of Class A Common Stock when vested.
Footnote F7
These RSUs, which were granted on April 18, 2022, vest upon the satisfaction of a service condition and have no expiration date. The service condition was initially partially satisfied on July 1, 2022 as to 5,051 shares and vest as to varying amounts thereafter for every subsequent three months of continuous service over a period of five years. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, 4,410 shares will vest on each of October 1, 2023, January 1, 2024, and April 1, 2024, 11,555 shares will vest in substantially equal quarterly amounts commencing July 1, 2024, 3,321 shares will vest in substantially equal quarterly amounts commencing July 1, 2025, and 4,795 shares will vest in substantially equal quarterly amounts commencing July 1, 2026.
Footnote F8
These RSUs, which were granted on May 17, 2023, vest upon the satisfaction of a service condition and have no expiration date. The service condition was fully satisfied on July 1, 2023.