Were the Wayfair (W) share sales made under a Rule 10b5‑1 plan?

Yes. The sales were made under a Rule 10b5‑1 trading plan adopted on August 15, 2024 .

Wayfair insider Steven Conine reports planned sales of Class A shares

Q: How many shares did Wayfair (W) co‑founder Steven Conine sell?

He sold 19,290 shares and 65,710 shares of Class A common stock on 10/20/2025 .

Q: At what prices were Steven Conine’s Wayfair shares sold?

Weighted average prices were $82.43 (range $81.70–$82.69 ) and $82.97 (range $82.70–$83.55 ).

Q: What is Steven Conine’s remaining Wayfair ownership after the transactions?

He beneficially owned 289,073 Class A shares directly and 22,857 shares indirectly through SK Ventures LLC .

Q: What roles does Steven Conine hold at Wayfair (W)?

He is listed as Director , Officer (Co‑Founder) , and 10% Owner .

Q: What was the transaction date for the reported sales?

The earliest transaction date reported was 10/20/2025 .

Filing Impact

(Very High)

Filing Sentiment

(Very Negative)

Form Type

Rhea-AI Filing Summary

Wayfair (W): Co‑founder Steven Conine reported open‑market sales under a Rule 10b5‑1 plan. On 10/20/2025, he sold 19,290 shares of Class A common stock at a weighted average price of $82.43 (transactions ranged from $81.70 to $82.69) and 65,710 shares at a weighted average price of $82.97 (ranged from $82.70 to $83.55).

Following these transactions, Conine beneficially owned 289,073 Class A shares directly. He also had indirect beneficial ownership of 22,857 shares through SK Ventures LLC. The filing lists his roles as Director, Officer (Co‑Founder), and 10% Owner.

Insider Trade Summary

Net Seller: 85,000 shares ($7,042,033)

Net Sell 3 txns

Insider Conine Steven

Role Co-Founder

Sold 85,000 shs ($7.04M)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	19,290	$82.43	$1.59M
Sale	Class A Common Stock	65,710	$82.97	$5.45M
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 354,783 shares (Direct); Class A Common Stock — 22,857 shares (Indirect, See Footnote)

Footnotes (1)

The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 15, 2024. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.70 to $82.69, 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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.70 to $83.55, 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. 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.

Form 4 Insider Transactions: What Each Field Means →

10/22/2025 - 04:14 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^*

Conine Steven

(Last)

(First)

(Middle)

C/O WAYFAIR INC., 4 COPLEY PLACE

(Street)

BOSTON

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	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Co-Founder

3. Date of Earliest Transaction (Month/Day/Year)
10/20/2025

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)
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)
Class A Common Stock	10/20/2025		S⁽¹⁾		19,290	D	$82.43⁽²⁾	354,783	D
Class A Common Stock	10/20/2025		S⁽¹⁾		65,710	D	$82.97⁽³⁾	289,073	D
Class A Common Stock								22,857	I	See Footnote⁽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)

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 August 15, 2024.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.70 to $82.69, 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 $82.70 to $83.55, 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. 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	10/22/2025
	** 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.
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.

Source: View Original Filing on SEC EDGAR

FAQ

How many shares did Wayfair (W) co‑founder Steven Conine sell?

He sold 19,290 shares and 65,710 shares of Class A common stock on 10/20/2025.

At what prices were Steven Conine’s Wayfair shares sold?

Weighted average prices were $82.43 (range $81.70–$82.69) and $82.97 (range $82.70–$83.55).

What is Steven Conine’s remaining Wayfair ownership after the transactions?

He beneficially owned 289,073 Class A shares directly and 22,857 shares indirectly through SK Ventures LLC.

What roles does Steven Conine hold at Wayfair (W)?

He is listed as Director, Officer (Co‑Founder), and 10% Owner.

What was the transaction date for the reported sales?

The earliest transaction date reported was 10/20/2025.