CITIZEN OR PLACE OF ORGANIZATION

Delaware

SOLE VOTING POWER

0

SHARED VOTING POWER

3,259,784

SOLE DISPOSITIVE POWER

0

SHARED DISPOSITIVE POWER

3,259,784

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

3,259,784

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

Not Applicable

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

6.6%

TYPE OF REPORTING PERSON

OO

CITIZEN OR PLACE OF ORGANIZATION

Delaware

SOLE VOTING POWER

111,272

SHARED VOTING POWER

0

SOLE DISPOSITIVE POWER

111,272

SHARED DISPOSITIVE POWER

0

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

111,272

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

Not Applicable

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

0.2%

TYPE OF REPORTING PERSON

EP

CITIZEN OR PLACE OF ORGANIZATION

United States

SOLE VOTING POWER

1,000,000

SHARED VOTING POWER

174,900

SOLE DISPOSITIVE POWER

1,000,000

SHARED DISPOSITIVE POWER

174,900

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,174,900

CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES

Not Applicable

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

2.4%

TYPE OF REPORTING PERSON

IN

Wayfair Inc.

4 Copley Place, 7th Floor

Boston, MA 02116

The joint filing of this statement shall not be deemed to be an admission that the reporting persons (the “Reporting Persons”) comprise a “group” within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended. The Reporting Persons each disclaim beneficial ownership of the shares reported in this statement in excess of those shares as to which they have or share voting or investment authority.

PGP is a Delaware limited liability company. PIPS is an employee profit-sharing plan organized under the laws of the State of Delaware. Thomas W. Smith is a United States citizen.

94419L 10 1

PGP – 3,259,784 shares; PIPS – 111,272 shares; Thomas W. Smith – 1,174,900 shares.

PGP, as the general partner of three private investment limited partnerships (the “Partnerships”), may be deemed to share the power to vote or to direct the vote and to dispose or to direct the disposition of 3,259,784 shares held by the Partnerships.

PIPS has the sole power to vote or to direct the vote of and to dispose or to direct the disposition of 111,272 shares.

Mr. Smith has the sole power to vote or to direct the vote of and to dispose or to direct the disposition of 950,000 shares held by Ridgeview Smith Investments LLC, a limited liability company established by Mr. Smith and of which he is the sole member, as well as 50,000 shares held by a private charitable foundation established by Mr. Smith and for which Mr. Smith acts as trustee (the “Foundation”).

In his capacity as investment manager for certain managed accounts, Mr. Smith may be deemed to have the shared power to vote or to direct the vote of and to dispose or to direct the disposition of 174,900 shares. Voting and investment authority over investment accounts established for the benefit of certain family members and friends of Mr. Smith is subject to each beneficiary’s right, if so provided, to terminate or otherwise direct the disposition of the investment account.

Not applicable.

PGP, as the general partner of the Partnerships, may be deemed to beneficially own 3,259,784 shares held by the Partnerships. Mr. Smith may be deemed to beneficially own 224,900 shares in his capacity as an investment manager for certain managed accounts, including 50,000 shares held by the Foundation. The Partnerships and the managed accounts have the right to receive dividends from, and the proceeds from the sale of, the shares held by the Partnerships and the managed accounts, respectively. Voting and investment authority over managed accounts established for the benefit of certain family members and friends of Mr. Smith is subject to each beneficiary’s right, if so provided, to terminate or otherwise direct the disposition of the managed account.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

Not applicable.

Identification and Classification of Members of the Group

Notice of Dissolution of Group

Not applicable.

By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.