[Form 4] Wayfair Inc. Insider Trading Activity

Rhea-AI Filing Summary

Michael A. Kumin, a director of Wayfair Inc. (W) filed a Form 4 reporting an equity transaction dated 08/28/2025. The filing reports a 160-share acquisition of Class A common stock at $74.97 per share. Following the reported transaction the filing shows 260,577 shares beneficially owned directly by the reporting person, plus 56,000 shares indirectly held by TOF Capital and 4,000 shares indirectly held by a profit sharing plan trust. The filing explains the 160-share trade was executed in a separately managed account without the reporting person’s prior knowledge or specific direction and was reported promptly after the reporting person learned of it. The Form 4 is signed by an attorney-in-fact on behalf of Mr. Kumin.

Insights

Securities Analyst

TL;DR: Small, non-material 160-share purchase reported; overall ownership position remains substantial and largely unchanged.

The reported 160-share transaction at $74.97 is immaterial relative to the reported beneficial ownership totals. The filing discloses that the trade occurred in a separately managed account without the reporting person’s prior knowledge or direction, and that the reporting person reported promptly after learning of the trade. For investors monitoring insider buying or selling, this transaction does not meaningfully change the insider's stake.

Corporate Governance Expert

TL;DR: Filing documents adequate disclosure; notes a trade executed without prior director direction, then promptly reported.

The Form 4 provides required disclosure of the transaction and clarifying explanations about ownership structures: direct holdings of 260,577 shares and indirect holdings through TOF Capital and a profit sharing trust. The explanation that the separate account executed the trade without prior direction is factual and highlights the importance of monitoring delegated accounts. The signature by an attorney-in-fact is included, meeting filing formalities.

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
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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^*

Kumin Michael Andrew

(Last) (First) (Middle)

C/O WAYFAIR INC.

4 COPLEY PLACE

(Street)

BOSTON MA 02116

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
08/28/2025

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

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

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

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	08/28/2025		P(1)		160	A	$74.97	260,577(2)	D
Class A Common Stock								56,000	I	By TOF Capital(3)
Class A Common Stock								4,000	I	By Profit Sharing Plan Trust(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reported transaction was executed, without the prior knowledge or specific direction of the Reporting Person, in a separately managed account. The Reporting Person was not immediately made aware of the transaction but reported it promptly after learning of the transaction.

2. Includes 160 shares held in a separately managed account for the benefit of the reporting person.

3. The reporting person is the managing member of TOF Capital, which directly owns the reported securities.

4. Shares held by Great Hill Partners Profit Sharing Plan Trust, a retirement trust, for the benefit of the reporting person.

Remarks:

	/s/ Enrique Colbert, as Attorney-in-Fact for Michael A. Kumin	09/04/2025
	** 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.
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