0001179110-14-016077.txt : 20141104 0001179110-14-016077.hdr.sgml : 20141104 20141104175832 ACCESSION NUMBER: 0001179110-14-016077 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141101 FILED AS OF DATE: 20141104 DATE AS OF CHANGE: 20141104 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 STREET 2: 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 BUSINESS PHONE: 617 532 6100 MAIL ADDRESS: STREET 1: 4 COPLEY PLACE STREET 2: 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oblak Steve CENTRAL INDEX KEY: 0001620159 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36666 FILM NUMBER: 141194441 MAIL ADDRESS: STREET 1: C/O WAYFAIR INC. STREET 2: 4 COPLEY PLACE, 7TH FLOOR CITY: BOSTON STATE: MA ZIP: 02116 4 1 edgar.xml FORM 4 - X0306 4 2014-11-01 0 0001616707 Wayfair Inc. W 0001620159 Oblak Steve C/O WAYFAIR INC. 4 COPLEY PLACE, 7TH FLOOR BOSTON MA 02116 0 1 0 0 SVP and GM, Wayfair.com Class A Common Stock 2014-11-01 4 C 0 572 A 68423 D Restricted Stock Units ("RSUs") 2014-11-01 4 M 0 250 0 D 2018-10-18 Class B Common Stock 250 5251 D Restricted Stock Units ("RSUs") 2014-11-01 4 M 0 833 0 D 2019-11-02 Class B Common Stock 833 27501 D Class B Common Stock 2014-11-01 4 M 0 1083 A Class A Common Stock 1083 1083 D Class B Common Stock 2014-11-01 4 F 0 511 25.10 D Class A Common Stock 511 572 D Class B Common Stock 2014-11-01 4 C 0 572 D Class A Common Stock 572 0 D Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will automatically convert into one share of Class A Common Stock (a) upon transfer thereof, subject to certain exceptions, (b) upon the date on which the outstanding shares of Class B Common Stock represent less than 10% of the aggregate number of shares of the then outstanding Class A Common Stock and Class B Common Stock, or (c) in the event that holders of at least 662/3% of the then outstanding shares of Class B Common Stock elect to convert all shares of Class B Common Stock into shares of Class A Common Stock. Each RSU represents a contingent right to receive one share of Class B Common Stock when vested. These RSUs vest upon the satisfaction of a service condition and an event condition. The service condition is satisfied as to 1/5th of the shares on August 1, 2012 and as to an additional 1/60th of the shares for each month of continuous service thereafter. The event condition will be satisfied on the closing of the issuer's initial public offering of Class A Common Stock. These RSUs vest upon the satisfaction of a service condition and an event condition. The service condition is satisfied as to 1/5th of the shares on August 1, 2013 and as to an additional 1/60th of the shares for each month of continuous service thereafter. The event condition will be satisfied on the closing of the issuer's initial public offering of Class A Common Stock. /s/ Enrique Colbert, Attorney-in-Fact 2014-11-04