Wayfair (W) CFO granted 89,714 RSUs in new equity award

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Gulliver Kate reported acquisition or exercise transactions in this Form 4 filing.

Wayfair Inc. reported that CFO and Chief Admin Officer Kate Gulliver received a grant of 89,714 Restricted Stock Units (RSUs), each representing one share of Class A Common Stock upon vesting. The award was granted on May 1, 2026 and vests in four service-based installments through April 1, 2027.

Subject to continued service, 22,428 shares will vest on July 1, 2026, 22,429 shares on October 1, 2026, 22,428 shares on January 1, 2027, and 22,429 shares on April 1, 2027. After this grant, she directly holds 89,714 RSUs.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Gulliver Kate

Role CFO and Chief Admin Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Unit ("RSU")	89,714	$0.00	--

Holdings After Transaction: Restricted Stock Unit ("RSU") — 89,714 shares (Direct, null)

Footnotes (1)

Each RSU represents a contingent right to receive one share of Class A Common Stock when vested. These RSUs, which were granted on May 1, 2026, vest upon the satisfaction of a service condition and have no expiration date. Subject to continued service on each applicable vesting date, 22,428 shares will vest on July 1, 2026, 22,429 shares will vest on October 1, 2026, 22,428 shares will vest on January 1, 2027, and 22,429 shares will vest on April 1, 2027.

Key Figures

RSUs granted: 89,714 RSUs First vesting tranche: 22,428 shares Second vesting tranche: 22,429 shares +3 more

6 metrics

RSUs granted 89,714 RSUs Grant on May 1, 2026 to CFO

First vesting tranche 22,428 shares Vesting on July 1, 2026

Second vesting tranche 22,429 shares Vesting on October 1, 2026

Third vesting tranche 22,428 shares Vesting on January 1, 2027

Fourth vesting tranche 22,429 shares Vesting on April 1, 2027

Price per RSU in filing $0.00 Grant price reported for RSUs

Key Terms

Restricted Stock Unit ("RSU"), Class A Common Stock, service condition

3 terms

Restricted Stock Unit ("RSU") financial

"Each RSU represents a contingent right to receive one share of Class A Common Stock when vested."

Class A Common Stock financial

"Each RSU represents a contingent right to receive one share of Class A Common Stock when vested."

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.

service condition financial

"These RSUs, which were granted on May 1, 2026, vest upon the satisfaction of a service condition and have no expiration date."

Form 4 Insider Transactions: What Each Field Means →

05/04/2026 - 04:24 PM

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^*

Gulliver Kate

(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)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	CFO and Chief Admin Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit ("RSU")	⁽¹⁾	05/01/2026		A		89,714		⁽²⁾	⁽²⁾	Class A Common Stock	89,714	$0	89,714	D

Explanation of Responses:

1. Each RSU represents a contingent right to receive one share of Class A Common Stock when vested.

2. These RSUs, which were granted on May 1, 2026, vest upon the satisfaction of a service condition and have no expiration date. Subject to continued service on each applicable vesting date, 22,428 shares will vest on July 1, 2026, 22,429 shares will vest on October 1, 2026, 22,428 shares will vest on January 1, 2027, and 22,429 shares will vest on April 1, 2027.

Remarks:

	/s/ Enrique Colbert, Attorney-In-Fact for Kate Gulliver	05/04/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Wayfair (W) report for Kate Gulliver?

Wayfair reported a grant of 89,714 RSUs to CFO and Chief Admin Officer Kate Gulliver. These restricted stock units convert into Class A Common Stock as they vest under a service-based schedule running from July 1, 2026 through April 1, 2027.

How many Wayfair (W) RSUs were granted to the CFO in this Form 4?

The filing shows a grant of 89,714 restricted stock units to Wayfair’s CFO. Each RSU represents one share of Class A Common Stock, subject to vesting conditions tied to continued service over four dates from 2026 to 2027.

What is the vesting schedule for Kate Gulliver’s Wayfair (W) RSU grant?

The RSUs vest in four tranches, subject to continued service. 22,428 shares vest on July 1, 2026, 22,429 on October 1, 2026, 22,428 on January 1, 2027, and 22,429 on April 1, 2027, completing the vesting schedule.

Does the Wayfair (W) Form 4 show a stock sale by the CFO?

No stock sale is reported; the Form 4 shows an RSU grant coded as an acquisition. It reflects compensation in the form of restricted stock units, which may convert into Class A Common Stock as vesting conditions are satisfied over time.

What does each Wayfair (W) RSU granted to the CFO represent?

Each RSU represents a contingent right to receive one share of Wayfair Class A Common Stock when vested. The award has no expiration date, and settlement depends on meeting service-based vesting conditions detailed for dates in 2026 and 2027.