Form 4 for W Wayfair Inc.
Accepted 2023-04-04 00:00:00 ET · period of report 2023-04-01 · accession 0001628280-23-010782 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2023-04-04 | 2023-04-01 | W | Gulliver Kate | CFO, Chief Admin Off | M - OptEx | $0.00 | +13.4K | 26.2K | +105% | $0 |
| DM | 2023-04-04 | 2023-04-04 | W | Gulliver Kate | CFO, Chief Admin Off | S - Sale+OE | $35.41 | -6,581 | 31.1K | -17% | -$233.1K |
| DM | 2023-04-04 | 2023-04-01 | W | Gulliver Kate | CFO, Chief Admin Off | M - OptEx | $0.00 | -13.4K | 4,021 | -77% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2023-04-01 | M | A | 1,811 | $0.00 | 28,044 | D | — | — | |
| 2 | Common | Class A Common Stock | 2023-04-01 | M | A | 2,925 | $0.00 | 30,969 | D | — | — | |
| 3 | Common | Class A Common Stock | 2023-04-01 | M | A | 6,731 | $0.00 | 37,700 | D | — | — | |
| 4 | Common | Class A Common Stock | 2023-04-04 | S | D | 4,455 | $35.22 | 33,245 | D | — | — | (F2) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.94 to $35.50, 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. |
| 5 | Common | Class A Common Stock | 2023-04-04 | S | D | 2,126 | $35.82 | 31,119 | D | — | — | (F3) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.53 to $36.13, 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. |
| 6 | Common | Class A Common Stock | 2023-04-01 | M | A | 750 | $0.00 | 25,019 | D | — | — | |
| 7 | Common | Class A Common Stock | 2023-04-01 | M | A | 503 | $0.00 | 25,522 | D | — | — | |
| 8 | Common | Class A Common Stock | 2023-04-01 | M | A | 711 | $0.00 | 26,233 | D | — | — | |
| 9 | Derivative | Restricted Stock Unit ("RSU") | 2023-04-01 | M | D | 1,811 | $0.00 | 7,570 | D | — · — to — | 1,811 Class A Common Stock | (F4) Each RSU represents a contingent right to receive one share of Class A Common Stock when vested. (F8) 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 1,811 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, 3,481 shares will vest in substantially equal quarterly amounts commencing July 1, 2023, 2,346 shares will vest in substantially equal quarterly amounts commencing July 1, 2024, 868 shares will vest in equal quarterly amounts commencing July 1, 2025, and 875 shares will vest in substantially equal quarterly amounts commencing July 1, 2026. |
| 10 | Derivative | Restricted Stock Units ("RSUs") | 2023-04-01 | M | D | 6,731 | $0.00 | 17,938 | D | — · — to — | 6,731 Class A Common Stock | (F4) Each RSU represents a contingent right to receive one share of Class A Common Stock when vested. (F10) These RSUs, which were granted on February 1, 2023, vest upon the satisfaction of a service condition and have no expiration date. The service condition was initially partially satisfied on April 1, 2023 as to 6,731 shares and vest as to varying amounts thereafter for every subsequent three months of continuous service over a period of four years. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, 8,334 shares will vest in substantially equal quarterly amounts commencing July 1, 2023, 5,556 shares will vest in equal quarterly amounts commencing July 1, 2024, 2,336 shares will vest in equal quarterly amounts commencing July 1, 2025, and 1,712 shares will vest in equal quarterly amounts commencing July 1, 2026. |
| 11 | Derivative | Restricted Stock Unit ("RSU") | 2023-04-01 | M | D | 2,925 | $0.00 | 0 | D | — · — to — | 2,925 Class A Common Stock | (F4) Each RSU represents a contingent right to receive one share of Class A Common Stock when vested. (F9) These RSUs, which were granted on October 17, 2022, vest upon the satisfaction of a service condition and have no expiration date. The service condition was initially partially satisfied on November 1, 2022 as to 2,924 shares and vested in equal amounts thereafter for every subsequent month of continuous service for a period of five months. |
| 12 | Derivative | Restricted Stock Unit ("RSU") | 2023-04-01 | M | D | 711 | $0.00 | 7,087 | D | — · — to — | 711 Class A Common Stock | (F4) Each RSU represents a contingent right to receive one share of Class A Common Stock when vested. (F7) 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, 1,421 shares will vest in equal quarterly amounts commencing July 1, 2023, 3,376 shares will vest in substantially equal quarterly amounts commencing January 1, 2024, 723 shares will vest in substantially equal quarterly amounts commencing January 1, 2025, and 1,567 shares will vest in substantially equal quarterly amounts commencing on January 1, 2026. |
| 13 | Derivative | Restricted Stock Unit ("RSU") | 2023-04-01 | M | D | 503 | $0.00 | 2,345 | D | — · — to — | 503 Class A Common Stock | (F4) Each RSU represents a contingent right to receive one share of Class A Common Stock when vested. (F6) These RSUs, which were granted on November 12, 2020, 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, 1,005 shares will vest in substantially equal quarterly amounts commencing July 1, 2023, and 1,340 shares will vest in equal quarterly amounts commencing January 1, 2025. |
| 14 | Derivative | Restricted Stock Unit ("RSU") | 2023-04-01 | M | D | 750 | $0.00 | 4,021 | D | — · — to — | 750 Class A Common Stock | (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 5, 2019, 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, 1,499 shares will vest in substantially equal quarterly amounts commencing July 1, 2023, and 2,522 shares will vest in substantially equal quarterly amounts commencing January 1, 2024. |