W Form 144: 120,000-share planned sale; est. $9.86M value

Form 144 notice: A shareholder plans to sell 120,000 shares of Class A stock, with an aggregate market value of $9,860,055.10, on or about 10/23/2025 on the NYSE.

Rhea-AI Filing Summary

Form 144 notice: A shareholder plans to sell 120,000 shares of Class A stock, with an aggregate market value of $9,860,055.10, on or about 10/23/2025 on the NYSE. The filing lists 105,002,641 shares outstanding.

The shares to be sold were acquired on 01/01/2002 as “Founders Shares” with compensation as the form of payment. Recent sales disclosed for the same account(s) over the past three months include 199,422 shares on 08/13/2025 for $15,633,884.49 and 85,000 shares on 08/20/2025 for $6,806,096.92, alongside additional transactions by the named seller and a related foundation.

This notice outlines an intended sale under Rule 144 and summarizes recent transaction activity and share acquisition history.

Insights

Securities law analyst

Routine Rule 144 sale; administrative disclosure.

This is a notice of proposed sales under Rule 144, which permits public resale of restricted or control securities subject to volume and manner-of-sale conditions. The filing specifies a plan to sell 120,000 Class A shares, valued at $9,860,055.10, via the NYSE.

The shares were originally acquired as “Founders Shares” on 01/01/2002 as compensation. The document also lists recent sales by the same seller and a related foundation, including 199,422 shares on 08/13/2025. Actual sale activity depends on market conditions and seller decisions.

For context, the filing notes 105,002,641 shares outstanding. The disclosure does not indicate issuer cash proceeds; it pertains to holder sales. Subsequent filings may provide additional detail on execution.

FAQ

What does ticker W’s Form 144 disclose?

A planned sale of 120,000 Class A shares with an aggregate market value of $9,860,055.10, to be sold on or about 10/23/2025 on the NYSE.

How were the shares in W’s Form 144 originally acquired?

They were acquired as “Founders Shares” on 01/01/2002, with the nature of payment listed as compensation.

What recent sales are listed in W’s filing?

Examples include 199,422 shares sold on 08/13/2025 for $15,633,884.49 and 85,000 shares on 08/20/2025 for $6,806,096.92.

How many shares are outstanding according to the Form 144 for W?

The filing lists 105,002,641 shares outstanding.

Which exchange is named for the intended sale in W’s Form 144?

The intended sale is listed for the NYSE.

Who are the named sellers in the recent transactions listed for W?

The filing lists Niraj S. Shah and the Shah Charitable Foundation in recent sales.

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

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Accepted by SEC EDGAR 10/23/2025 - 04:25 PM 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	120000	9860055.10	105002641	10/23/2025	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			120000	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	08/05/2025	8000	600000.00
Niraj S. Shah 4 Copley Place Boston MA 02116	Class A	08/06/2025	7836	603564.24
Niraj S. Shah 4 Copley Place Boston MA 02116	Class A	08/07/2025	17742	1371282.94
Shah Charitable Foundation 4 Copley Place Boston MA 02116	Class A	08/11/2025	4000	288440.00
Shah Charitable Foundation 4 Copley Place Boston MA 02116	Class A	08/12/2025	1000	75000.00
Niraj S. Shah 4 Copley Place Boston MA 02116	Class A	08/13/2025	199422	15633884.49
Niraj S. Shah 4 Copley Place Boston MA 02116	Class A	08/20/2025	85000	6806096.92
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

144: Remarks and Signature

Remarks	The sales on 08/05/2025, 08/11/2025, 08/12/2025, 09/10/2025, and 10/10/2025 occurred in the Shah Charitable Foundation account of which Niraj S. Shah is an authorized individual and account stakeholder.
Date of Notice	10/23/2025
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	05/28/2025
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/ Gerardo Ibarra-Munoz, 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)