Blotner Jon 4

4 · Wayfair Inc. · Filed Apr 3, 2026

AI-generated summary of this filing

Updated Apr 3, 2026

Wayfair (W) Pres. Jon Blotner Exercises RSUs, Sells Shares

What Happened

Jon Blotner, President, Commercial & Operations at Wayfair, had RSUs convert to 19,057 shares on April 1, 2026 (exercise/conversion of derivative reported at $0). To satisfy tax withholding, 9,216 shares were withheld by the issuer (value reported $693,504). Separately, 4,790 shares were sold in the open market on April 2, 2026 at $72.19 per share for proceeds of $345,790. After these transactions, Blotner retained a net of 5,051 shares from this vesting event (19,057 acquired − 14,006 disposed).
These actions are largely routine: shares resulted from RSU vesting, some were withheld for taxes and some sold under a pre-established trading plan.

Key Details

Vesting / conversion date(s): April 1, 2026 (reported as exercise/conversion of derivative, code M).
Tax-withholding: 9,216 shares withheld at $75.25 (value $693,504) to satisfy tax liability (code F; footnote F1).
Open-market sale: 4,790 shares sold on April 2, 2026 at $72.19 for $345,790 (code S); sale executed under a Rule 10b5-1 plan adopted Aug 12, 2025 (footnote F2).
RSU notes: Each RSU converts to one share on vesting (F3). The large grant on March 18, 2026 vested on April 1, 2026 (F6). Other RSU grants from 2021 and 2022 have remaining unvested tranches (see F4, F5).
Shares owned after transaction: not specified in the filing (net +5,051 from this vesting event).
Filing timeliness: transaction reported on Form 4 filed April 3, 2026 — within the usual 2-business-day window (timely).

Context

These were RSU conversions (not option exercises requiring cash); withholding of shares to cover taxes and sales under a pre-set 10b5-1 plan are common, routine insider actions and do not necessarily indicate a change in the insider’s view of the company.

Form 4

Period: 2026-04-01

Pres., Commercial & Operations

Transactions

Exercise/Conversion
Class A Common Stock
2026-04-01+327→ 106,434 total
Exercise/Conversion
Class A Common Stock
2026-04-01+181→ 106,615 total
Exercise/Conversion
Class A Common Stock
2026-04-01+18,549→ 125,164 total
Tax Payment
Class A Common Stock
[F1]
2026-04-01$75.25/sh−9,216$693,504→ 115,948 total
Sale
Class A Common Stock
[F2]
2026-04-02$72.19/sh−4,790$345,790→ 111,158 total
Exercise/Conversion
Restricted Stock Units ("RSUs")
[F3][F4]
2026-04-01−327→ 653 total
→ Class A Common Stock (327 underlying)
Exercise/Conversion
Restricted Stock Units ("RSUs")
[F3][F5]
2026-04-01−181→ 729 total
→ Class A Common Stock (181 underlying)
Exercise/Conversion
Restricted Stock Units ("RSUs")
[F3][F6]
2026-04-01−18,549→ 0 total
→ Class A Common Stock (18,549 underlying)

Footnotes (6)

[F1]These shares represent the number of shares of Class A Common Stock withheld by the issuer to satisfy the reporting person's tax withholding obligation upon the vesting of the RSUs reported in this Form 4.
[F2]The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 12, 2025.
[F3]Each RSU represents a contingent right to receive one share of Class A Common Stock when vested.
[F4]These RSUs, which were granted in multiple awards on November 11, 2021, vest upon the satisfaction of a service condition and have no expiration date. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, 326 shares will vest on July 1, 2026 and 327 shares will vest on October 1, 2026.
[F5]These RSUs, which were granted in multiple awards on April 18, 2022, vest upon the satisfaction of a service condition and have no expiration date. With respect to the number of shares that have not vested, subject to continued service on each applicable vesting date, an aggregate amount of 729 shares will vest in substantially equal quarterly amounts commencing July 1, 2026.
[F6]These RSUs, which were granted on March 18, 2026, vest upon the satisfaction of a service condition and have no expiration date. The service condition was fully satisfied on April 1, 2026.

Signature

/s/ Enrique Colbert, Attorney-In-Fact for Jon Blotner|2026-04-03

1 file