Wayfair (NYSE: W) director shifts 500K Class B shares into Class A

Rhea-AI Filing Summary

Wayfair Inc. director Steven Conine reported a share class conversion, not an open-market trade. On April 20, 2026, he converted 500,000 shares of his Class B Common Stock into 500,000 shares of Class A Common Stock at $0.00 per share in a derivative conversion.

After the conversion, Conine directly holds 549,073 shares of Class A Common Stock and 8,633,304 shares of Class B Common Stock. He also has indirect ownership of 22,857 Class A shares held by SK Ventures LLC, where he is a member and may be deemed a beneficial owner.

Insider Trade Summary

500,000 shares exercised/converted

Mixed 3 txns

Insider Conine Steven

Role null

Type	Security	Shares	Price	Value
Conversion	Class B Common Stock	500,000	$0.00	--
Conversion	Class A Common Stock	500,000	$0.00	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class B Common Stock — 8,633,304 shares (Direct, null); Class A Common Stock — 549,073 shares (Direct, null); Class A Common Stock — 22,857 shares (Indirect, See Footnote)

Footnotes (1)

1. On April 20, 2026, the reporting person converted, at his election, 500,000 shares of his Class B Common Stock into Class A Common Stock. 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. Represents shares directly owned by SK Ventures LLC, of which the reporting person is a member and may be deemed to be a beneficial owner.

Key Figures

Converted shares: 500,000 shares Class A direct holdings after: 549,073 shares Class B direct holdings after: 8,633,304 shares +1 more

4 metrics

Converted shares 500,000 shares Class B Common Stock converted into Class A on April 20, 2026

Class A direct holdings after 549,073 shares Class A Common Stock directly owned following conversion

Class B direct holdings after 8,633,304 shares Class B Common Stock directly owned following conversion

Indirect Class A holdings 22,857 shares Class A shares held by SK Ventures LLC, indirectly owned

Key Terms

Class B Common Stock, Class A Common Stock, derivative conversion, beneficial owner, +1 more

5 terms

Class B Common Stock financial

"converted, at his election, 500,000 shares of his Class B Common Stock into Class A"

A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.

Class A Common Stock financial

"500,000 shares of his Class B Common Stock into Class A Common Stock"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

derivative conversion financial

"transaction_action: derivative conversion for 500,000 Class B shares"

beneficial owner financial

"SK Ventures LLC, of which the reporting person is a member and may be deemed to be a beneficial owner"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

indirect ownership financial

"Represents shares directly owned by SK Ventures LLC, reported as indirect ownership"

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Conine Steven

(Last) (First) (Middle)

C/O WAYFAIR INC., 4 COPLEY PLACE

(Street)

BOSTON MASSACHUSETTS 02116

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Wayfair Inc. [ W ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/20/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	04/20/2026		C		500,000	A	$0(1)	549,073	D
Class A Common Stock								22,857	I	See Footnote(2)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Class B Common Stock	(1)	04/20/2026		C			500,000	(1)	(1)	Class A Common Stock	500,000	$0	8,633,304	D

Explanation of Responses:

1. On April 20, 2026, the reporting person converted, at his election, 500,000 shares of his Class B Common Stock into Class A Common Stock. 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.

2. Represents shares directly owned by SK Ventures LLC, of which the reporting person is a member and may be deemed to be a beneficial owner.

Remarks:

	/s/ Enrique Colbert, Attorney-in-Fact for Steven Conine	04/21/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Steven Conine report for Wayfair (W)?

Steven Conine reported a conversion of 500,000 Class B shares into Class A shares of Wayfair Inc. This derivative conversion changed the class of some of his holdings but did not involve an open-market purchase or sale.

How many Wayfair (W) shares did Steven Conine convert and between which classes?

Conine converted 500,000 shares of Class B Common Stock into 500,000 shares of Class A Common Stock of Wayfair Inc. Each Class B share is convertible at any time into one Class A share and has no expiration date.

What are Steven Conine’s direct Wayfair (W) holdings after this Form 4 filing?

Following the reported transaction, Steven Conine directly owns 549,073 shares of Class A Common Stock and 8,633,304 shares of Class B Common Stock of Wayfair Inc. These figures reflect his position immediately after the conversion event.

Does Steven Conine have any indirect ownership of Wayfair (W) shares?

Yes. The filing states that 22,857 shares of Class A Common Stock are directly owned by SK Ventures LLC, of which Conine is a member and may be deemed a beneficial owner. These are reported as indirectly owned shares.

How does Wayfair’s Class B Common Stock relate to Class A Common Stock?

Each share of Class B Common Stock is convertible at any time into one share of Class A Common Stock at the holder’s option and has no expiration date. Conine used this feature to convert 500,000 Class B shares into Class A shares.