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MarketScreener Homepage  >  Equities  >  Nyse  >  Wayfair Inc.    W


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WAYFAIR INC. : Change in Directors or Principal Officers (form 8-K)

11/13/2020 | 07:36am EST

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On November 11, 2020, the Board of Directors (the "Board") of Wayfair Inc. (the "Company") elected Michael E. Sneed to the Board, effective immediately, to fill the existing vacancy on the Board.

The Board has determined that Mr. Sneed is "independent" under the rules and regulations of the New York Stock Exchange and the Securities and Exchange Commission. There are no transactions between Mr. Sneed and the Company that would be reportable under Item 404(a) of Regulation S-K. Mr. Sneed was not selected as a director pursuant to any arrangement or understanding between him and any other person.

In connection with his election to the Board, the Board granted Mr. Sneed a restricted stock unit award under the Company's 2014 Incentive Award Plan with a value of $200,000 as of the date of grant, subject to a three year vesting schedule. In addition, the Company entered into its standard form of indemnification agreement with Mr. Sneed. Under the indemnification agreement, the Company agrees to indemnify Mr. Sneed to the fullest extent permitted by Delaware law for certain liabilities to which he may become subject as a result of his service as a director of the Company. A copy of the Company's form of indemnification agreement is filed as Exhibit 10.1 to the Company's Current Report on Form 8-K dated January 8, 2018.

A copy of the Company's press release regarding these events is being furnished
as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
No.                                         Description
  99.1            Press Release issued on November 1    3    , 2020
   104          Inline XBRL for the cover page of this Current Report on Form 8-K



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