Shah Niraj 4

What Happened

• Niraj Shah, CEO of Wayfair, sold three blocks of Wayfair stock in open-market transactions on January 23, 2026: 66,945 shares at a weighted avg. $108.34 for $7,252,821; 75,194 shares at a weighted avg. $109.26 for $8,215,696; and 7,861 shares at a weighted avg. $109.74 for $862,666. Total sold: 150,000 shares for aggregate proceeds of $16,331,183. These sales were reported on a Form 4 filed January 27, 2026. Sales (S) are dispositions — not purchases.

Key Details

• Transaction date: 2026-01-23 (filed 2026-01-27).
• Prices: reported as weighted averages; component price ranges were $107.68–$108.67, $108.69–$109.68, and $109.69–$110.09 per the filing footnotes.
• Total shares sold: 150,000; total proceeds ≈ $16.33 million.
• Footnotes: trades were executed under a Rule 10b5‑1 trading plan adopted May 29, 2025; weighted-average prices reflect multiple executions (footnotes F1–F4). F5 notes some shares are held through SK Ventures LLC, of which Shah is a member.
• Shares owned after the transaction: not specified in the summary provided here — see the Form 4 (column “Owned Following Reported Transaction”) on EDGAR for exact post‑trade holdings.
• Timeliness: Filing on Jan 27 for Jan 23 trades is within the typical two business‑day Form 4 deadline and appears timely.

Context

• These were open‑market sales carried out under a pre‑arranged 10b5‑1 plan; such plans authorize scheduled trades and are commonly used to avoid trading on material nonpublic information. Sales are routine dispositions and do not by themselves indicate management’s view of the company’s prospects.