[Form 4] Wayfair Inc. Insider Trading Activity

Rhea-AI Filing Summary

Wayfair Chief Technology Officer Fiona Tan received a significant equity award on June 19, 2025, consisting of 60,990 Restricted Stock Units (RSUs). This represents a notable insider transaction for the e-commerce company.

Key details of the RSU grant:

• Each RSU converts to one share of Class A Common Stock
• The RSUs were granted at $0 cost to the executive
• Full vesting occurs on July 1, 2025, subject to service conditions
• No expiration date applies to these units

This compensation grant suggests continued commitment to retaining key technical leadership, with the short vesting period indicating a near-term alignment of executive interests with shareholders. The transaction was reported via power of attorney through Enrique Colbert.

Positive

• CTO Fiona Tan received a significant equity grant of 60,990 RSUs worth approximately $3.7M at current market prices, aligning executive compensation with shareholder interests
• Short-term vesting schedule (July 1, 2025) indicates retention of key technology leadership

Negative

• None.

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^*

Tan Fiona

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Technology Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/19/2025

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

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
Restricted Stock Unit ("RSU")	(1)	06/19/2025		A		60,990		(2)	(2)	Class A Common Stock	60,990	$0	60,990	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 vest upon the satisfaction of a service condition and have no expiration date. The service condition is fully satisfied on July 1, 2025.

Remarks:

	/s/Enrique Colbert, Attorney-In-Fact for Fiona Tan	06/20/2025
	** 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.

FAQ

How many Wayfair (W) RSUs did CTO Fiona Tan receive on June 19, 2025?

According to the Form 4 filing, Wayfair CTO Fiona Tan received 60,990 Restricted Stock Units (RSUs) on June 19, 2025. Each RSU represents a contingent right to receive one share of Class A Common Stock.

When do Fiona Tan's Wayfair (W) RSUs vest?

The RSUs granted to Fiona Tan vest upon satisfaction of a service condition, which will be fully satisfied on July 1, 2025. The RSUs have no expiration date.

What was the exercise price of Wayfair (W) RSUs granted to the CTO?

The RSUs were granted at $0 cost to Fiona Tan, as indicated in the 'Price of Derivative Security' column of the Form 4 filing.

Who is Fiona Tan at Wayfair (W) and what is her role?

Fiona Tan serves as the Chief Technology Officer (CTO) of Wayfair Inc., as disclosed in the Form 4 filing under the 'Relationship of Reporting Person(s) to Issuer' section.

Who signed the Form 4 filing for Wayfair's (W) CTO?

The Form 4 was signed by Enrique Colbert as Attorney-In-Fact for Fiona Tan on June 20, 2025.