| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | W | Class A Common Stock | Options Exercise | $0 | +844 | +0.89% | $0.000000 | 95,932 | 01 Oct 2024 | Direct | |
| transaction | W | Class A Common Stock | Options Exercise | $0 | +587 | +0.61% | $0.000000 | 96,519 | 01 Oct 2024 | Direct | |
| transaction | W | Class A Common Stock | Options Exercise | $0 | +1,389 | +1.4% | $0.000000 | 97,908 | 01 Oct 2024 | Direct | |
| transaction | W | Class A Common Stock | Options Exercise | $0 | +631 | +0.64% | $0.000000 | 98,539 | 01 Oct 2024 | Direct | |
| transaction | W | Class A Common Stock | Options Exercise | $0 | +26,738 | +27% | $0.000000 | 125,277 | 01 Oct 2024 | Direct | |
| transaction | W | Class A Common Stock | Sale | $337,864 | -6,376 | -5.1% | $52.99 | 118,901 | 02 Oct 2024 | Direct | F1, F2 |
| transaction | W | Class A Common Stock | Sale | $51,010 | -954 | -0.8% | $53.47 | 117,947 | 02 Oct 2024 | Direct | F1, F3 |
| 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 | -844 | -27% | $0.000000 | 2,290 | 01 Oct 2024 | Class A Common Stock | 844 | Direct | F4, F5 | |
| transaction | W | Restricted Stock Unit ("RSU") | Options Exercise | $0 | -587 | -17% | $0.000000 | 2,916 | 01 Oct 2024 | Class A Common Stock | 587 | Direct | F4, F6 | |
| transaction | W | Restricted Stock Unit ("RSU") | Options Exercise | $0 | -1,389 | -17% | $0.000000 | 6,826 | 01 Oct 2024 | Class A Common Stock | 1,389 | Direct | F4, F7 | |
| transaction | W | Restricted Stock Unit ("RSU") | Options Exercise | $0 | -631 | -100% | $0.000000 | 0 | 01 Oct 2024 | Class A Common Stock | 631 | Direct | F4, F8 | |
| transaction | W | Restricted Stock Unit ("RSU") | Options Exercise | $0 | -26,738 | -100% | $0.000000 | 0 | 01 Oct 2024 | Class A Common Stock | 26,738 | Direct | F4, F9 |
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).
| 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 $52.36 to $53.35, 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 $53.36 to $53.61, 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 | Each RSU represents a contingent right to receive one share of Class A Common Stock when vested. |
| F5 | 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, an aggregate of 723 shares will vest in substantially equal quarterly amounts commencing January 1, 2025, and an aggregate of 1,567 shares will vest in substantially equal quarterly amounts commencing on January 1, 2026. |
| 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, 586 shares will vest on January 1, 2025 and 587 shares will vest on April 1, 2025, an aggregate of 868 shares will vest in equal quarterly amounts commencing July 1, 2025, and an aggregate of 875 shares will vest in substantially equal quarterly amounts commencing July 1, 2026. |
| F7 | 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, 1,389 shares will vest on each of January 1, 2025 and April 1, 2025, an aggregate of 2,336 shares will vest in equal quarterly amounts commencing July 1, 2025, and an aggregate of 1,712 shares will vest in equal quarterly amounts commencing July 1, 2026. |
| F8 | These RSUs, which were granted on November 5, 2019, vest upon the satisfaction of a service condition and have no expiration date. The service condition was fully satisfied on October 1, 2024. |
| F9 | These RSUs, which were granted on September 13, 2024, vest upon the satisfaction of a service condition and have no expiration date. The service condition was fully satisfied on October 1, 2024. |