Filing Details
- Accession Number:
- 0001140361-15-034425
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2015-09-03 20:28:43
- Reporting Period:
- 2015-08-21
- Filing Date:
- 2015-09-03
- Accepted Time:
- 2015-09-03 20:28:43
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1616707 | Wayfair Inc. | W | Retail-Catalog & Mail-Order Houses (5961) | 364791999 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1187596 | D Michael Fleisher | C/O Wayfair Inc., 4 Copley Place, 7Th Fl Boston MA 02116 | Chief Financial Officer | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Acquisiton | 2015-08-21 | 4,861 | $0.00 | 85,886 | No | 4 | C | Direct | |
| Class A Common Stock | Disposition | 2015-09-01 | 2,500 | $35.44 | 83,386 | No | 4 | S | Direct | |
| Class A Common Stock | Disposition | 2015-09-02 | 2,500 | $36.31 | 80,886 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | C | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Class B Common Stock | Restricted Stock Units ("RSUs") | Disposition | 2015-08-21 | 9,467 | $0.00 | 9,467 | $0.00 |
| Class A Common Stock | Class B Common Stock | Acquisiton | 2015-08-21 | 9,467 | $0.00 | 9,467 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2015-08-21 | 4,606 | $43.22 | 4,606 | $0.00 |
| Class A Common Stock | Class B Common Stock | Disposition | 2015-08-21 | 4,861 | $0.00 | 4,861 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 359,734 | No | 4 | M | Direct | ||
| 9,467 | No | 4 | M | Direct | ||
| 4,861 | No | 4 | F | Direct | ||
| 0 | No | 4 | C | Direct |
Footnotes
- Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will automatically convert into one share of Class A Common Stock (a) upon transfer thereof, subject to certain exceptions, (b) upon the date on which the outstanding shares of Class B Common Stock represent less than 10% of the aggregate number of shares of the then outstanding Class A Common Stock and Class B Common Stock, or (c) in the event that holders of at least 66 2/3% of the then outstanding shares of Class B Common Stock elect to convert all shares of Class B Common Stock into shares of Class A Common Stock.
- The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 26, 2014.
- Each RSU represents a contingent right to receive one share of Class B Common Stock when vested.
- These RSUs vest upon the satisfaction of a service condition and an event condition and have no expiration date. The service condition is satisfied as to 1/5th of the shares on October 21, 2014 and as to an additional 1/60th of the shares for each month of continuous service thereafter. The event condition was satisfied on the closing of the issuer's initial public offering of Class A Common Stock.
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