JUNG ANDREA 4/A

What Happened
Andrea Jung, a director of Wayfair (W), transferred 15,703 shares on June 27, 2025 by gift into a revocable trust she controls (no cash exchanged, $0.00 per share). She was also granted an award of 3,177 restricted stock units (RSUs) on August 14, 2025 (also recorded at $0.00).

Key Details

• Transaction dates: June 27, 2025 (gift/transfer); August 14, 2025 (RSU award).
• Prices: both transactions reported at $0.00 per share (gifts/awards, not open‑market trades).
• Shares involved: 15,703 shares transferred to a revocable trust; 3,177 RSUs granted (issuable upon vesting).
• Vesting for RSUs (footnote): 1/4 vests on Nov 1, 2025 and then 1/4 for each additional three‑month period of continuous service.
• Trust detail (footnote): the transfer was into a revocable trust for which Jung is the sole trustee and beneficiary.
• Filing status: this is an amended Form 4 filed March 31, 2026 to correct/clarify the June 27, 2025 transfer and amend reported beneficial ownership.

Context
Gifts and transfers into a revocable trust generally do not signal a change in economic exposure — Jung remains the trust's sole trustee and beneficiary. RSU awards are service‑based and will vest over time, so they do not represent immediate open‑market buying or selling. The amendment updates reporting details; it does not by itself indicate trading intent.