Filing Details

Accession Number:
0001140361-15-038006
Form Type:
4
Zero Holdings:
No
Publication Time:
2015-10-19 20:26:22
Reporting Period:
2015-10-15
Filing Date:
2015-10-19
Accepted Time:
2015-10-19 20:26:22
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
1620147 Champlin John Mulliken C/O Wayfair Inc., 4 Copley Place, 7Th Fl
Boston MA 02116
Svp, Strategic Initiatives 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 2015-10-15 1,058 $0.00 208,578 No 4 C Direct
Class A Common Stock Disposition 2015-10-15 2,764 $39.64 205,814 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C 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 2015-10-15 2,000 $0.00 2,000 $0.00
Class A Common Stock Class B Common Stock Acquisiton 2015-10-15 2,000 $0.00 2,000 $0.00
Class A Common Stock Class B Common Stock Disposition 2015-10-15 942 $39.57 942 $0.00
Class A Common Stock Class B Common Stock Disposition 2015-10-15 1,058 $0.00 1,058 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
58,001 No 4 M Direct
2,000 No 4 M Direct
1,058 No 4 F Direct
0 No 4 C Direct
Footnotes
  1. 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.
  2. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on November 24, 2014.
  3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $39.58 to $40.00, 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.
  4. Each RSU represents a contingent right to receive one share of Class B Common Stock when vested.
  5. 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 March 14, 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.