Welcome to our dedicated page for Wayfair SEC filings (Ticker: W), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Wayfair Inc.'s SEC filings document its home retail operating results, public-company governance, capital structure, and material events. Form 8-K reports furnish quarterly and annual financial results, including revenue by U.S. and international operations, active-customer metrics, order activity, profitability measures, liquidity, and cash flow information.
The filing record also covers Wayfair's Class A common stock, proxy matters, executive compensation, board governance, and shareholder voting items. Capital-structure disclosures include senior secured notes issued by Wayfair LLC, convertible senior notes, redemptions, repurchases, liability-management activity, related guarantees, and Regulation FD updates tied to financing and debt transactions.
Wayfair Inc. Chief Executive Officer Niraj Shah converted 500,000 shares of his Class B Common Stock into Class A Common Stock on April 20, 2026. Each Class B share is convertible into one Class A share and has no expiration date.
Following the conversion, he directly holds 549,137 shares of Class A Common Stock and 8,634,496 shares of Class B Common Stock. An additional 22,857 Class A shares are held indirectly through SK Ventures LLC, an entity of which he is a member and may be deemed a beneficial owner.
Insider sale notices filed for Class A shares. The excerpt lists multiple Rule 144 sale notices by Niraj S. Shah and the Shah Charitable Foundation for Class A stock, including a 150,000-share notice dated 01/23/2026 and other notices through 04/10/2026. The filings report share counts and gross sale amounts for each noticed transaction.
Steven K. Conine and Conine Family Foundation reported multiple sales of Class A shares on Form 144. The filings list transactions including 01/23/2026 sale of 150,000 shares for $16,330,387.86 and additional sales on 02/23/2026, 03/23/2026, and other dates through 04/10/2026. The entries identify the shares as Class A and include proceeds for each trade.
W (Class A) reported multiple Section 144 resale notices by Steven K. Conine and the Conine Family Foundation indicating planned or completed sales of Class A shares. The excerpt lists individual dispositions: for example, 150,000 shares for $16,330,387.86 on 01/23/2026 and 107,919 shares for $8,330,639.27 on 03/23/2026, among other dated entries and dollar amounts.
Rule 144 sale notices for Class A (Founders Shares) list multiple dispositions by Niraj S. Shah and Shah Charitable Foundation between 01/12/2026 and 03/25/2026. The largest single reported sale was 150,000 shares on 01/23/2026 for $16,330,605.61. Broker/intermediary activity shows 4,000 shares and $295,040.00 tied to Fidelity Brokerage Services.
Wayfair Inc. Chief Technology Officer Fiona Tan reported routine equity compensation activity involving restricted stock units and related tax withholding. On April 1, 2026, she exercised RSUs covering 23,093 shares of Class A Common Stock at an exercise price of $0.00 per share as the awards vested.
To satisfy tax withholding obligations on the vesting, the issuer withheld 11,727 shares of Class A Common Stock at $75.25 per share, a non‑market disposition classified as a tax payment rather than an open‑market sale. Following these transactions, Tan holds 11,366 shares of Class A Common Stock directly and 211,698 shares indirectly through a revocable trust where she serves as trustee.
Footnotes state that each RSU represents one share when vested. An RSU grant from April 18, 2022 leaves 4,795 shares scheduled to vest in four substantially equal quarterly installments starting July 1, 2026, subject to continued service. A separate RSU grant from March 18, 2026 had its service condition fully satisfied on April 1, 2026.
Wayfair Inc. executive Kate Gulliver, the CFO and Chief Administrative Officer, reported multiple compensation-related stock transactions on Class A Common Stock. She exercised restricted stock units (RSUs) covering 19,041 shares, converting them into common shares at a stated price of $0.00 per share.
To cover related tax obligations from these RSU vestings, 9,208 shares of Class A Common Stock were withheld by Wayfair at $75.25 per share. After these transactions, Gulliver directly holds 159,071 shares of Wayfair Class A Common Stock.
Footnotes explain that additional RSUs granted in 2021, 2022, and 2023 remain unvested and are scheduled to vest in quarterly installments starting on July 1, 2026, contingent on continued service.
Wayfair Inc. executive Jon Blotner, President of Commercial & Operations, reported equity transactions involving the company’s Class A common stock and RSUs. On April 2, 2026, he completed an open‑market sale of 4,790 shares at $72.19 per share under a pre‑arranged Rule 10b5‑1 trading plan, leaving him with 111,158 shares directly held.
On April 1, 2026, Blotner exercised RSUs to acquire a total of 19,057 shares of Class A common stock at a stated price of $0.00 per share. In connection with RSU vesting, 9,216 shares were withheld at $75.25 per share to cover tax obligations, which is a non‑market disposition.
The filing notes that each RSU represents a contingent right to receive one share when vested. Unvested RSUs remain outstanding, including 326 shares scheduled to vest on July 1, 2026, 327 shares on October 1, 2026, and an aggregate of 729 shares vesting in substantially equal quarterly amounts beginning July 1, 2026, all subject to continued service.
W submitted a Rule 144 notice for the proposed sale of 4,790 Class A shares tied to restricted stock vesting on 04/01/2026. The filing also discloses a prior sale of 4,997 Class A shares on 01/05/2026 for $528,882.48.
Wayfair Inc. director Michael Andrew Kumin reported updated equity holdings and a new stock award. He received 3,176 shares of Class A Common Stock as a grant, represented by restricted stock units. These RSUs vest as to one quarter of the shares on May 1, 2026, with an additional quarter vesting after each three-month period of continuous service.
The amendment also reflects that 56,000 shares were transferred from TOF Capital, an entity for which Kumin is the managing member, so that these shares are now held directly in his individual capacity. Following these changes, he beneficially owns 319,753 shares directly, including 160 shares in a separately managed account.