Blotner Jon 4

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.