Capital World Investors filed Amendment No. 4 to Schedule 13G reporting a passive stake in Wayfair Inc. common stock. CWI is deemed the beneficial owner of 13,374,574 shares, representing 12.7% of the class, based on 105,002,641 shares believed outstanding.
CWI reports sole voting power over 13,368,369 shares and sole dispositive power over 13,374,574 shares, with no shared voting or dispositive power. The event date is 09/30/2025. CWI certifies the securities were acquired and are held in the ordinary course, not to change or influence control.
Positive
None.
Negative
None.
Insights
Large passive holder discloses a 12.7% stake in Wayfair.
Capital World Investors reports beneficial ownership of 13,374,574 Wayfair shares, or 12.7% of the class, using 105,002,641 shares believed outstanding. The filing is on Schedule 13G, indicating a passive intent under the certification language.
The holder lists sole voting power over 13,368,369 shares and sole dispositive power over 13,374,574 shares, with no shared powers. Actual market impact depends on future portfolio decisions; the disclosure itself does not indicate plans to influence control.
FAQ
What stake in Wayfair (W) did Capital World Investors report?
Capital World Investors reported beneficial ownership of 13,374,574 shares, or 12.7% of Wayfair’s common stock.
What share count did CWI use to calculate its percentage in Wayfair (W)?
CWI’s 12.7% is based on 105,002,641 shares believed to be outstanding.
What voting and dispositive powers did CWI disclose over Wayfair (W) shares?
CWI has sole voting power over 13,368,369 shares and sole dispositive power over 13,374,574 shares, with no shared powers.
Is Capital World Investors a passive or active investor in this filing?
The Schedule 13G certification states the shares were acquired and are held in the ordinary course, not to change or influence control.
What is the event date for CWI’s Wayfair (W) ownership report?
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 4)
Wayfair Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
94419L101
(CUSIP Number)
09/30/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
94419L101
1
Names of Reporting Persons
Capital World Investors
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
13,368,369.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
13,374,574.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
13,374,574.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
12.7 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Wayfair Inc.
(b)
Address of issuer's principal executive offices:
4 COPLEY PLACE, BOSTON, MA 02116
Item 2.
(a)
Name of person filing:
Capital World Investors
(b)
Address or principal business office or, if none, residence:
333 SOUTH HOPE STREET, 55TH FLOOR, LOS ANGELES, CALIFORNIA 90071
(c)
Citizenship:
N/A
(d)
Title of class of securities:
Common Stock
(e)
CUSIP No.:
94419L101
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
13,374,574 **
**Capital World Investors ("CWI") is a division of Capital Research and Management Company ("CRMC"), as well as its investment management subsidiaries and affiliates Capital Bank and Trust Company, Capital International, Inc., Capital International Limited, Capital International Sarl, Capital International K.K., Capital Group Private Client Services, Inc., and Capital Group Investment Management Private Limited (together with CRMC, the "investment management entities"). CWI's divisions of each of the investment management entities collectively provide investment management services under the name "Capital World Investors." CWI is deemed to be the beneficial owner of 13,374,574 shares or 12.7% of the 105,002,641 shares believed to be outstanding.
(b)
Percent of class:
12.7 %
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
13,368,369
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
13,374,574
(iv) Shared power to dispose or to direct the disposition of:
0
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The Growth Fund of America
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Capital World Investors
Signature:
Timothy J. Moon
Name/Title:
Vice President and Senior Counsel, Capital Research and Management Company
