STOCK TITAN

Wayfair (W) director Conine sells 69,000 shares under 10b5-1 plan

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(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Wayfair Inc. director Steven Conine reported open-market sales of 69,000 shares of Class A common stock on August 12, 2026, in five tranches at weighted-average prices of $101.98, $102.89, $103.72, $104.69, and $105.42 per share. The sales were made under a Rule 10b5-1 trading plan adopted on May 6, 2026. Conine is also reported as a potential beneficial owner of 22,857 shares held indirectly through SK Ventures LLC.

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Insider Conine Steven
Role Director
Sold 69,000 shs ($7.13M)
Type Security Shares Price Value
Sale Class A Common Stock F1, F2 8,724 $101.98 $890K
Sale Class A Common Stock F1, F3 25,249 $102.89 $2.60M
Sale Class A Common Stock F1, F4 23,604 $103.72 $2.45M
Sale Class A Common Stock F1, F5 11,248 $104.69 $1.18M
Sale Class A Common Stock F1, F6 175 $105.42 $18K
holding Class A Common Stock F7 -- -- --
Holdings After Transaction: Class A Common Stock — 360,073 shares (Direct); Class A Common Stock — 22,857 shares (Indirect, See Footnote)
Footnotes (7)
  1. F1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 6, 2026.
  2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $101.39 to $102.38, 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.
  3. F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $102.39 to $103.38, 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. F4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.39 to $104.38, 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.
  5. F5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $104.39 to $105.33, 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.
  6. F6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.42 to $105.43, 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.
  7. F7. 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.
Total shares sold 69,000 shares Aggregate open-market sales of Wayfair Class A common stock on August 12, 2026
Weighted-average sale prices $101.98; $102.89; $103.72; $104.69; $105.42 Per-share weighted-average prices for five reported sale tranches
Indirectly held shares 22,857 shares Class A common stock held indirectly through SK Ventures LLC
Rule 10b5-1 plan adoption date May 6, 2026 Date Conine adopted the Rule 10b5-1 trading plan governing these sales
Largest single tranche sold 25,249 shares Sale at a weighted-average price of $102.89 per share
Rule 10b5-1 trading plan regulatory
"The sales reported ... were effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
beneficial owner financial
"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.

FAQ

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

Steven Conine reported selling 69,000 shares of Wayfair Class A common stock on August 12, 2026. The trades occurred in multiple open-market tranches at specified weighted-average prices around $102–$105 per share.

At what prices did Steven Conine sell Wayfair (W) shares on August 12, 2026?

Conine’s reported weighted-average sale prices were $101.98, $102.89, $103.72, $104.69, and $105.42 per share. Footnotes state each average covers multiple trades within specified price ranges for each tranche.

How many Wayfair (W) shares did Steven Conine sell in total?

In this Form 4, Conine is shown selling a total of 69,000 shares of Wayfair Class A common stock. The transaction summary aggregates five separate open-market sale tranches reported for August 12, 2026.

Was Steven Conine’s Wayfair (W) stock sale under a Rule 10b5-1 plan?

Yes. A footnote states the sales were effected under a Rule 10b5-1 trading plan adopted by Conine on May 6, 2026. The Form 4 also checks the Rule 10b5-1 affirmation box.

What Wayfair (W) shares does Steven Conine report as indirectly owned?

The Form 4 reports 22,857 shares of Wayfair Class A common stock indirectly held by SK Ventures LLC. A footnote explains Conine is a member of SK Ventures LLC and may be deemed a beneficial owner of these shares.

Does the Form 4 show any derivative securities for Wayfair (W)?

No derivative security transactions are listed in this Form 4. The derivativeSummary section shows zero derivative transactions and no remaining derivative positions reported in connection with these August 12, 2026 trades.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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).
X
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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/12/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock08/12/2026S(1)8,724D$101.98(2)420,349D
Class A Common Stock08/12/2026S(1)25,249D$102.89(3)395,100D
Class A Common Stock08/12/2026S(1)23,604D$103.72(4)371,496D
Class A Common Stock08/12/2026S(1)11,248D$104.69(5)360,248D
Class A Common Stock08/12/2026S(1)175D$105.42(6)360,073D
Class A Common Stock22,857ISee Footnote(7)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on May 6, 2026.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $101.39 to $102.38, 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.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $102.39 to $103.38, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $103.39 to $104.38, 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.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $104.39 to $105.33, 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.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.42 to $105.43, 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.
7. 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 Conine08/14/2026
** Signature of Reporting PersonDate
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)