W insider plans Rule 144 sale of 5,000 Class A shares

W filed a notice under Rule 144 for the proposed sale of 5,000 Class A shares through Fidelity Brokerage Services on the NYSE, with an aggregate market value of $470,500.

Rhea-AI Filing Summary

W filed a notice under Rule 144 for the proposed sale of 5,000 Class A shares through Fidelity Brokerage Services on the NYSE, with an aggregate market value of $470,500.

The notice states that 106,879,786 Class A shares are outstanding and shows that over the past three months Niraj S. Shah and the Shah Charitable Foundation have completed multiple Class A share sales, including a 150,000‑share sale on 11/24/2025 for gross proceeds of $15,886,889.60.

Insights

Equity markets and insider-transactions analyst

Neutral Rule 144 filing showing planned 5,000-share sale and recent large insider trades.

This notice under Rule 144 reports a proposed sale of 5,000 Class A shares of issuer W, with an aggregate market value of $470,500, to be executed on the NYSE through Fidelity Brokerage Services. Rule 144 filings disclose intended resales of restricted or control securities and do not, by themselves, change the issuer’s operations or capital structure.

The disclosure also lists 106,879,786 Class A shares outstanding and details several recent sales by Niraj S. Shah and the Shah Charitable Foundation, including a 150,000‑share transaction on 11/24/2025 generating gross proceeds of $15,886,889.60. These transactions describe shifting ownership by an insider and an affiliated foundation; actual market impact depends on broader trading volumes and investor interpretation rather than any change to the company’s underlying business.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the Form 144 filing for ticker W disclose?

It reports a planned sale of 5,000 Class A shares of issuer W under Rule 144, with an aggregate market value of $470,500, to be sold on the NYSE through Fidelity Brokerage Services.

How many W Class A shares are planned to be sold and through which broker?

The notice covers 5,000 Class A shares to be sold through Fidelity Brokerage Services LLC on the NYSE.

How many W Class A shares are outstanding according to this notice?

The filing states that there are 106,879,786 Class A shares outstanding of issuer W.

Who has recently sold W Class A shares according to the past 3 months section?

Recent sellers listed include Niraj S. Shah and the Shah Charitable Foundation, each with multiple Class A share sales over the past three months.

What is an example of a recent large W share sale by Niraj S. Shah?

On 11/24/2025, Niraj S. Shah sold 150,000 Class A shares for gross proceeds of $15,886,889.60.

How were the 5,000 Class A shares being sold originally acquired?

The 5,000 Class A shares were acquired on 01/01/2002 as Founders Shares from the issuer, with the consideration described as Compensation.

What representation does the seller make by signing the Form 144 for W?

By signing, the seller represents that they do not know any material adverse information about the issuer’s current or prospective operations that has not been publicly disclosed.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 12/10/2025 - 12:01 PM EST Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001620093
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Wayfair Inc.
SEC File Number	001-36666
Address of Issuer	4 COPLEY PLACE BOSTON MASSACHUSETTS 02116
Phone	617 532 6100
Name of Person for Whose Account the Securities are To Be Sold	Shah Niraj
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Officer
Relationship to Issuer	Director

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	5000	470500.00	106879786	12/10/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A	01/01/2002	Founders Shares	Issuer			5000	01/01/2002	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Shah Charitable Foundation 4 Copley Place Boston MA 02116	Class A	09/10/2025	5000	430750.00
Niraj S. Shah 4 Copley Place Boston MA 02116	Class A	09/22/2025	85000	7377073.54
Shah Charitable Foundation 4 Copley Place Boston MA 02116	Class A	10/10/2025	5000	392100.00
Niraj S. Shah 4 Copley Place Boston MA 02116	Class A	10/20/2025	85000	7042070.36
Niraj S. Shah 4 Copley Place Boston MA 02116	Class A	10/23/2025	120000	9860055.10
Shah Charitable Foundation 4 Copley Place Boston MA 02116	Class A	10/28/2025	11000	1100000.00
Niraj S. Shah 4 Copley Place Boston MA 02116	Class A	10/28/2025	30000	3152949.80
Shah Charitable Foundation 4 Copley Place Boston MA 02116	Class A	11/10/2025	6000	647640.00
Niraj Shah 4 Copley Place Boston MA 02116	Class A	11/24/2025	150000	15886889.60

144: Remarks and Signature

Remarks	Today's sale and the sales on 09/10/2025, 10/10/2025, 10/28/2025, and 11/10/2025 occurred in the Shah Charitable Foundation account of which Niraj S. Shah is an Account Stakeholder.
Date of Notice	12/10/2025
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	08/07/2025
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Eric Janiak, as a duly authorized representative of Fidelity Brokerage Services LLC, as attorney-in-fact for Niraj S Shah
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)