[144] Wayfair Inc. SEC Filing

Rhea-AI Filing Summary

Wayfair Inc. insiders filed a Form 144 reporting proposed and recent sales of Class A common stock. The notice records a proposed sale of 5,000 shares via Fidelity, with an aggregate market value of $392,100.00 and an approximate sale date of 10/10/2025 on the NYSE. The filing shows the shares were originally acquired as Founders Shares on 01/01/2002 and were recorded as compensation.

Recent executed sales by the named sellers over the prior three months total large quantities: notable transactions include multiple sales by Steven K. Conine totaling over 600,000 shares across several dates with gross proceeds in the multi‑millions (examples: $15,637,743.32 on 08/13/2025, $6,806,041.84 on 08/20/2025, $7,377,476.42 on 09/22/2025). The filer certifies no undisclosed material adverse information and references Rule 10b5‑1 considerations.

Insights

Equity Trading Expert

Large insider sales have been executed recently; proposed sale is modest relative to recent volumes.

The recent three‑month transactions show substantial insider liquidation by named sellers, including aggregated sales in the hundreds of thousands of Class A shares with multi‑million dollar proceeds. The proposed $392,100.00 sale of 5,000 shares is small compared with earlier single‑day blocks.

Such patterns can increase float and temporarily affect supply; monitor actual execution on 10/10/2025 and daily volumes over the following week to gauge market impact.

Corporate Governance Analyst

Sales originate from founder‑held shares granted in 2002; disclosure includes Rule 10b5‑1 representation.

The securities to be sold were acquired as Founders Shares on 01/01/2002 and were listed as compensation, which is consistent with long‑standing founder holdings. The signer affirms absence of undisclosed material adverse information and references plan adoption/instruction language relevant to Rule 10b5‑1.

Investors may note the historical acquisition date and the filing's compliance statements; any documented trading plan adoption date would clarify preplanned versus opportunistic selling.

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

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

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

Relationship to Issuer

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	392100.00	105002641	10/10/2025	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
Conine Family Foundation 4 Copley Place Boston MA 02116	Class A	07/10/2025	4000	227840.00
Steven K. Conine 4 Copley Place Boston MA 02116	Class A	07/21/2025	60000	3361504.40
Conine Family Foundation 4 Copley Place Boston MA 02116	Class A	08/05/2025	8000	600000.00
Steven K. Conine 4 Copley Place Boston MA 02116	Class A	08/06/2025	7775	598825.18
Steven K. Conine 4 Copley Place Boston MA 02116	Class A	08/07/2025	17752	1372129.91
Conine Family Foundation 4 Copley Place Boston MA 02116	Class A	08/11/2025	4000	288440.00
Conine Family Foundation 4 Copley Place Boston MA 02116	Class A	08/12/2025	1000	75000.00
Steven K. Conine 4 Copley Place Boston MA 02116	Class A	08/13/2025	199473	15637743.32
Steven K. Conine 4 Copley Place Boston MA 02116	Class A	08/20/2025	85000	6806041.84
Conine Family Foundation 4 Copley Place Boston MA 02116	Class A	09/10/2025	5000	430750.00
Steven K. Conine 4 Copley Place Boston MA 02116	Class A	09/22/2025	85000	7377476.42

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

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

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What did Wayfair insiders file on Form 144 (W)?

The filing reports a proposed sale of 5,000 Class A shares valued at $392,100.00 with an approximate sale date of 10/10/2025 on the NYSE.

Who previously sold Wayfair Class A shares in the past three months?

Steven K. Conine and the Conine Family Foundation executed multiple sales between 07/10/2025 and 09/22/2025, including large blocks totaling hundreds of thousands of shares.

How many shares were sold by insiders on 08/13/2025 and what were the proceeds?

A sale of 199,473 Class A shares by Steven K. Conine on 08/13/2025 produced gross proceeds of $15,637,743.32.

When were the shares originally acquired that are now being sold?

The shares listed for proposed sale were acquired as Founders Shares on 01/01/2002 and recorded as compensation.

Does the Form 144 state the seller knows any undisclosed material information?

The signer represents by the filing that they do not know any material adverse information regarding current or prospective operations that has not been publicly disclosed.