SEC Form 4/A · accession 0001616707-19-000035
Wayfair Inc. · W
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Steven Conine
Officer — Co-Founder · Director · 10% Owner
Period of report
Jul 31, 2017
Accepted (ET)
Feb 21, 2019 · 4:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001616707
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1,F2 | Jul 31, 2017 | C | 72,588 | — | A | 22,588 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF1 | — | Jul 31, 2017 | C | 72,588 | D | — | — | Class A Common Stock | 72,588 | 13,491,588 | D |
Explanation of responses
- F1Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock will automatically convert into one share of Class A Common Stock (a) upon transfer thereof, subject to certain exceptions, (b) upon the date on which the outstanding shares of Class B Common Stock represent less than 10% of the aggregate number of shares of the then outstanding Class A Common Stock and Class B Common Stock, or (c) in the event that holders of at least 66 2/3% of the then outstanding shares of Class B Common Stock elect to convert all shares of Class B Common Stock into shares of Class A Common Stock.
- F2Represents the total owned following all transactions reported in the original Form 4 filed by the reporting person.
Remarks
The purpose of this amendment is to correct errors in (i) Columns 4 and 5 of Table I and (ii) Columns 5, 7 and 9 of Table II in the original filing. The errors in Column 5 of Table I and Column 9 of Table II, respectively, in the original filing were carried through in Forms 4 filed by the reporting person between 8/2/2017 and 2/13/2019.