0000904454-22-000595.txt : 20221125
0000904454-22-000595.hdr.sgml : 20221125
20221125200250
ACCESSION NUMBER: 0000904454-22-000595
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221122
FILED AS OF DATE: 20221125
DATE AS OF CHANGE: 20221125
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Choe Michael W.
CENTRAL INDEX KEY: 0001622174
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36666
FILM NUMBER: 221420958
MAIL ADDRESS:
STREET 1: C/O CHARLESBANK CAPITAL PARTNERS
STREET 2: 200 CLARENDON STREET, 54TH FLOOR
CITY: BOSTON
STATE: MA
ZIP: 02109
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Wayfair Inc.
CENTRAL INDEX KEY: 0001616707
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961]
IRS NUMBER: 364791999
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4 COPLEY PLACE
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617 532 6100
MAIL ADDRESS:
STREET 1: 4 COPLEY PLACE
CITY: BOSTON
STATE: MA
ZIP: 02116
4
1
edgar.xml
PRIMARY DOCUMENT
X0306
4
2022-11-22
0
0001616707
Wayfair Inc.
W
0001622174
Choe Michael W.
C/O CHARLESBANK CAPITAL PARTNERS, LLC
200 CLARENDON STREET, 54TH FLOOR
BOSTON
MA
02116
1
0
0
0
0.625% Convertible Senior Notes due 2025
2022-11-22
4
P
0
2000000
1295000
A
Class A Common Stock
4794.4
39000000
I
Footnote
1.00% Convertible Senior Notes due 2026
2022-11-23
4
P
0
4000000
2260000
A
Class A Common Stock
26939.6
31500000
I
Footnote
The 0.625% Convertible Senior Notes due 2025 (the "2025 Notes") are convertible on and after July 1, 2025. Prior to July 1, 2025, the 2025 Notes are only convertible upon the occurrence of certain specified events. The current conversion rate is 2.3972 shares of the Issuer's Class A common stock per $1,000 principal amount of 2025 Notes (equivalent to a conversion price of approximately $417.15 per share of the Issuer's Class A common stock). The conversion rate is subject to adjustment upon the occurrence of certain specified events. The 2025 Notes mature on October 1, 2025.
The Reporting Person is a Managing Director, Chief Executive Officer and member of the investment committee of Charlesbank Capital Partners, LLC, which is ultimate general partner or managing member of the investment vehicles that directly hold the securities reported herein. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.
The 1.00% Convertible Senior Notes due 2026 (the "2026 Notes") are convertible on and after May 15, 2026. Prior to May 15, 2026, the 2026 Notes are only convertible upon the occurrence of certain specified events. The current conversion rate is 6.7349 shares of the Company's Class A common stock per $1,000 principal amount of Notes (equivalent to a conversion price of approximately $148.48 per share of the Company's Class A common stock). The conversion rate is subject to adjustment upon the occurrence of certain specified events. The 2026 Notes mature on August 15, 2026.
/s/ Jerome McCluskey, Attorney-in-Fact
2022-11-25