Wayfair Inc.·4

Mar 6, 5:16 PM ET

NAYLOR JEFFREY G 4

4 · Wayfair Inc. · Filed Mar 6, 2026

Research Summary

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Wayfair (W) Director Jeffrey G. Naylor Receives 3,176-Share Award

What Happened
Jeffrey G. Naylor, a director of Wayfair, was granted 3,176 restricted stock units (RSUs) on 2026-03-05. The award has a reported acquisition price of $0.00 (code A on the Form 4), meaning no cash was exchanged — this is a compensation award, not a market purchase or sale.

Key Details

  • Transaction date: 2026-03-05; Form 4 filed 2026-03-06 (timely filing).
  • Grant: 3,176 RSUs at $0.00 (total cash value at grant not reported on the filing).
  • Shares owned after transaction: not specified in the provided details.
  • Vesting (per footnote): 1/4 of the RSUs vest on May 1, 2026, then an additional 1/4 vests for each three-month period of continuous service thereafter (3,176 ÷ 4 = 794 shares per tranche).
  • Transaction code: A = Award/Grant (not a sale or purchase). No 10b5-1 plan or tax-withholding details were noted in the provided information.

Context
RSUs are a common form of equity compensation for executives and directors; they convert to actual shares only as they vest. Because this was an award (not an open-market buy or sale), it primarily reflects compensation/retention practices rather than an immediate insider signal of confidence via personal buying or selling.

Insider Transaction Report

Form 4
Period: 2026-03-05
Transactions
  • Award

    Class A Common Stock

    [F1]
    2026-03-05+3,17633,052 total
Footnotes (1)
  • [F1]Each share of Class A Common Stock is issuable upon the vesting of a restricted stock unit ("RSU"). The RSUs vest upon the satisfaction of a service condition. The service condition is satisfied as to 1/4th of the shares on May 1, 2026 and as to an additional 1/4th of the shares for each three-month period of continuous service thereafter.
Signature
/s/ Enrique Colbert, Attorney-in-Fact for Jeffrey G. Naylor|2026-03-06

Documents

1 file
  • 4
    wk-form4_1772835359.xmlPrimary

    FORM 4