Wayfair CFO vests RSUs, shares withheld for taxes
Wayfair Inc. CFO and Chief Admin Officer Kate Gulliver reported routine equity compensation activity.
Rhea-AI Filing Summary
Wayfair Inc. CFO and Chief Admin Officer Kate Gulliver reported routine equity compensation activity. On July 1, 2026, restricted stock units (RSUs) converted into Class A Common Stock, including 22,428 shares from a 2026 grant and smaller tranches from 2021–2023 grants. To cover tax obligations on the RSU vesting, 11,347 shares of Class A Common Stock were withheld by Wayfair at $95.14 per share, rather than sold in the open market. After these transactions, Gulliver directly held 182,537 shares of Class A Common Stock, and additional RSUs remain scheduled to vest between October 1, 2026 and April 1, 2027 under service-based conditions.
Positive
- None.
Negative
- None.
Insider Trade Summary
23,466 shares exercised/converted
Exercise
9 txns
Insider
Gulliver Kate
Role
CFO and Chief Admin Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit ("RSU") | 392 | $0.00 | $0.00 |
| Exercise | Restricted Stock Unit ("RSU") | 218 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units ("RSUs") | 428 | $0.00 | $0.00 |
| Exercise | Restricted Stock Unit ("RSU") | 22,428 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 392 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 218 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 428 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 22,428 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Class A Common Stock | 11,347 | $95.14 | $1.08M |
Holdings After Transaction:
Restricted Stock Unit ("RSU") — 68,335 contracts (Direct);
Restricted Stock Units ("RSUs") — 1,284 contracts (Direct);
Class A Common Stock — 171,190 shares (Direct)
Footnotes (6)
- F1. These shares represent the number of shares of Class A Common Stock withheld by the issuer to satisfy the reporting person's tax withholding obligation upon the vesting of the RSUs reported in this Form 4.
- F2. Each RSU represents a contingent right to receive one share of Class A Common Stock when vested.
- F3. These RSUs, which were granted on November 11, 2021, vest upon the satisfaction of a service condition and have no expiration date. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, 392 shares will vest on October 1, 2026.
- F4. These RSUs, which were granted on April 18, 2022, vest upon the satisfaction of a service condition and have no expiration date. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, 219 shares will vest on October 1, 2026, 219 shares will vest on January 1, 2027, and 219 shares will vest on April 1, 2027.
- F5. These RSUs, which were granted on February 1, 2023, vest upon the satisfaction of a service condition and have no expiration date. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, 428 shares will vest on October 1, 2026, 428 shares will vest on January 1, 2027, and 428 shares will vest on April 1, 2027.
- F6. These RSUs, which were granted on May 1, 2026, vest upon the satisfaction of a service condition and have no expiration date. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, 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
Shares withheld for taxes: 11,347 shares
Tax withholding reference price: $95.14 per share
Shares held after transactions: 182,537 shares
+4 more
7 metrics
Shares withheld for taxes
11,347 shares
Class A Common Stock withheld at $95.14 per share for tax obligations
Tax withholding reference price
$95.14 per share
Value used for 11,347 withheld Class A shares
Shares held after transactions
182,537 shares
Kate Gulliver’s direct Class A Common Stock holdings following the Form 4 transactions
RSU-derived shares exercised
22,428 shares
Class A Common Stock from a May 1, 2026 RSU grant converted on July 1, 2026
Additional RSU tranche
428 shares
Class A Common Stock underlying 2023 RSUs exercised on July 1, 2026
Future vesting from 2026 grant
22,429 shares per tranche
Unvested RSUs from May 1, 2026 grant scheduled to vest on future dates
Future vesting from 2021 grant
392 shares
Unvested RSUs scheduled to vest on October 1, 2026, subject to service
Key Terms
Restricted Stock Unit ("RSU"), Restricted Stock Units ("RSUs"), tax withholding obligation, contingent right, +2 more
6 terms
Restricted Stock Unit ("RSU") financial
"security_title: "Restricted Stock Unit ("RSU")""
Restricted Stock Units ("RSUs") financial
"security_title: "Restricted Stock Units ("RSUs")""
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
tax withholding obligation financial
"withheld by the issuer to satisfy the reporting person's tax withholding obligation upon the vesting of the RSUs"
contingent right financial
"Each RSU represents a contingent right to receive one share of Class A Common Stock when vested."
service condition financial
"These RSUs ... vest upon the satisfaction of a service condition and have no expiration date."
vesting date financial
"subject to continued service on each applicable vesting date, 392 shares will vest on October 1, 2026"
FAQ
What insider transactions did Wayfair (W) CFO Kate Gulliver report?
Wayfair CFO Kate Gulliver reported RSU vesting into Class A Common Stock and related tax withholding. RSUs from multiple grant years converted to shares, with part of the stock withheld to satisfy tax obligations rather than sold in the open market.
Were Kate Gulliver’s Wayfair (W) transactions open-market buys or sales?
The filing shows no open-market buys or sales by Kate Gulliver. Activity reflects RSU conversions into Class A Common Stock and shares withheld by Wayfair to cover tax liabilities, a standard mechanism for settling equity compensation taxes.
What future RSU vesting does Kate Gulliver have at Wayfair (W)?
Footnotes state unvested RSUs from 2021–2026 grants will vest over time. Scheduled tranches include 392, 219, 428 and larger 22,428–22,429 share blocks vesting on dates such as October 1, 2026, January 1, 2027, and April 1, 2027, subject to continued service.
AI-generated analysis. How Rhea-AI works. Not financial advice.
