UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 


 

FORM 8-K

 


 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported): May 20, 2015

 


 

WAYFAIR INC.

(Exact name of registrant as specified in its charter)

 


 

Delaware

 

001-36666

 

36-4791999

(State or other jurisdiction of
incorporation or organization)

 

(Commission
File Number)

 

(I.R.S. Employer
Identification No.)

 

4 Copley Place, 7th Floor
Boston, MA 02116

(Address of principal executive offices) (Zip Code)

 

(617) 532-6100
(Registrant’s telephone number, include area code)

 

N/A
(Former Name or Former Address, if Changed Since Last Report)

 


 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 5.07. Submission of Matters to a Vote of Security Holders

 

On May 20, 2015, Wayfair Inc. (the “Company”) held its annual meeting of stockholders to consider and vote on the matters listed below. The proposals are described in detail in the Company’s Proxy Statement filed with the Securities and Exchange Commission on April 10, 2015. The final voting results from the meeting are set forth below.

 

Proposal No. 1

 

Votes regarding the election of nine directors to hold office until the next annual meeting of stockholders were as follows:

 

Nominee

 

For

 

Abstain

 

Broker Non-Votes

 

Neeraj Agrawal

 

430,305,272

 

42,762

 

4,085,810

 

Julie Bradley

 

430,016,722

 

331,312

 

4,085,810

 

Steven Conine

 

430,327,596

 

20,438

 

4,085,810

 

Alex Finkelstein

 

430,305,253

 

42,781

 

4,085,810

 

Robert Gamgort

 

430,340,519

 

7,515

 

4,085,810

 

Michael Kumin

 

429,020,885

 

1,327,149

 

4,085,810

 

Ian Lane

 

430,305,078

 

42,956

 

4,085,810

 

Romero Rodrigues

 

430,342,211

 

5,823

 

4,085,810

 

Niraj Shah

 

430,328,117

 

19,917

 

4,085,810

 

 

Proposal No. 2

 

Votes regarding the ratification of the selection by the audit committee of the Company’s board of directors of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2015 were as follows:

 

For

 

Against

 

Abstain

 

Broker Non-Votes

 

434,416,263

 

12,212

 

5,369

 

0

 

 

2



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

WAYFAIR INC.

 

 

 

 

Date: May 26, 2015

By:

/s/ Niraj Shah

 

 

Niraj Shah

 

 

President and Chief Executive Officer

 

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