0001493152-20-019392.txt : 20201013
0001493152-20-019392.hdr.sgml : 20201013
20201013203255
ACCESSION NUMBER: 0001493152-20-019392
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20201008
FILED AS OF DATE: 20201013
DATE AS OF CHANGE: 20201013
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Spruce House Partnership LLC
CENTRAL INDEX KEY: 0001797827
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36666
FILM NUMBER: 201237820
BUSINESS ADDRESS:
STREET 1: 435 HUDSON STREET
STREET 2: 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10014
BUSINESS PHONE: 646-661-1774
MAIL ADDRESS:
STREET 1: 435 HUDSON STREET
STREET 2: 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10014
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SPRUCE HOUSE PARTNERSHIP (AI) LP
CENTRAL INDEX KEY: 0001389653
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36666
FILM NUMBER: 201237821
BUSINESS ADDRESS:
STREET 1: 435 HUDSON STREET
STREET 2: 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10014
BUSINESS PHONE: 646-442-6724
MAIL ADDRESS:
STREET 1: 435 HUDSON STREET
STREET 2: 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10014
FORMER NAME:
FORMER CONFORMED NAME: SPRUCE HOUSE PARTNERSHIP LP
DATE OF NAME CHANGE: 20110203
FORMER NAME:
FORMER CONFORMED NAME: SPRUCE HOUSE PARTNERS LP
DATE OF NAME CHANGE: 20101227
FORMER NAME:
FORMER CONFORMED NAME: SPRUCE HOUSE PARTNERSHIP LP
DATE OF NAME CHANGE: 20101115
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Spruce House Partnership (QP) LP
CENTRAL INDEX KEY: 0001797552
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36666
FILM NUMBER: 201237822
BUSINESS ADDRESS:
STREET 1: 435 HUDSON ST #804
CITY: NEW YORK
STATE: NY
ZIP: 10014
BUSINESS PHONE: 646-661-1774
MAIL ADDRESS:
STREET 1: 435 HUDSON ST #804
CITY: NEW YORK
STATE: NY
ZIP: 10014
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Spruce House Capital LLC
CENTRAL INDEX KEY: 0001472167
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36666
FILM NUMBER: 201237823
BUSINESS ADDRESS:
STREET 1: 435 HUDSON STREET
STREET 2: SUITE 804
CITY: NEW YORK
STATE: NY
ZIP: 10014
BUSINESS PHONE: 646-442-6727
MAIL ADDRESS:
STREET 1: 435 HUDSON STREET
STREET 2: SUITE 804
CITY: NEW YORK
STATE: NY
ZIP: 10014
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Sternberg Zachary
CENTRAL INDEX KEY: 0001679333
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36666
FILM NUMBER: 201237824
MAIL ADDRESS:
STREET 1: 435 HUDSON STREET
STREET 2: SUITE 804
CITY: NEW YORK
STATE: NY
ZIP: 10014
FORMER NAME:
FORMER CONFORMED NAME: Sternberg Zach
DATE OF NAME CHANGE: 20160711
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Stein Benjamin Forester
CENTRAL INDEX KEY: 0001679335
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36666
FILM NUMBER: 201237825
MAIL ADDRESS:
STREET 1: 435 HUDSON STREET
STREET 2: SUITE 804
CITY: NEW YORK
STATE: NY
ZIP: 10014
FORMER NAME:
FORMER CONFORMED NAME: Stein Ben Forester
DATE OF NAME CHANGE: 20160711
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: SPRUCE HOUSE INVESTMENT MANAGEMENT LLC
CENTRAL INDEX KEY: 0001543170
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36666
FILM NUMBER: 201237826
BUSINESS ADDRESS:
STREET 1: 435 HUDSON STREET
STREET 2: 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10014
BUSINESS PHONE: 646-442-6727
MAIL ADDRESS:
STREET 1: 435 HUDSON STREET
STREET 2: 8TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10014
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Wayfair Inc.
CENTRAL INDEX KEY: 0001616707
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961]
IRS NUMBER: 364791999
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4 COPLEY PLACE
CITY: BOSTON
STATE: MA
ZIP: 02116
BUSINESS PHONE: 617 532 6100
MAIL ADDRESS:
STREET 1: 4 COPLEY PLACE
CITY: BOSTON
STATE: MA
ZIP: 02116
4
1
ownership.xml
X0306
4
2020-10-08
1
0001616707
Wayfair Inc.
W
0001797827
Spruce House Partnership LLC
C/O SPRUCE HOUSE CAPITAL LLC
435 HUDSON STREET, 8TH FLOOR
NEW YORK
NY
10014
0
0
1
0
0001389653
SPRUCE HOUSE PARTNERSHIP (AI) LP
C/O SPRUCE HOUSE CAPITAL LLC
435 HUDSON STREET, 8TH FLOOR
NEW YORK
NY
10014
0
0
1
0
0001797552
Spruce House Partnership (QP) LP
C/O SPRUCE HOUSE CAPITAL LLC
435 HUDSON STREET, 8TH FLOOR
NEW YORK
NY
10014
0
0
1
0
0001472167
Spruce House Capital LLC
435 HUDSON STREET
8TH FLOOR
NEW YORK
NY
10014
0
0
1
0
0001679333
Sternberg Zachary
SPRUCE HOUSE INVESTMENT MANAGEMENT LLC
435 HUDSON STREET, 8TH FLOOR
NEW YORK
NY
10014
0
0
1
0
0001679335
Stein Benjamin Forester
SPRUCE HOUSE INVESTMENT MANAGEMENT LLC
435 HUDSON STREET, 8TH FLOOR
NEW YORK
NY
10014
0
0
1
0
0001543170
SPRUCE HOUSE INVESTMENT MANAGEMENT LLC
435 HUDSON STREET
8TH FLOOR
NEW YORK
NY
10014
0
0
1
0
Class A Common Stock, $0.001 par value per share
2020-10-08
4
S
0
93197
305.9977
D
7156803
D
Class A Common Stock, $0.001 par value per share
2020-10-09
4
S
0
179610
301.8972
D
6977193
D
Class A Common Stock, $0.001 par value per share
2020-10-09
4
S
0
50000
296.6405
D
6927193
D
Class A Common Stock, $0.001 par value per share
2020-10-12
4
S
0
293493
297.0210
D
6633700
D
Class A Common Stock, $0.001 par value per share
2020-10-13
4
S
0
250000
307.6444
D
6383700
D
The reported securities are held in the account of The Spruce House Partnership LLC (the "Aggregator"), its sole members being The Spruce House Partnership (AI) LP (f/k/a The Spruce House Partnership LP) and The Spruce House Partnership (QP) LP (collectively, the "Funds)", each a private investment fund managed by Spruce House Investment Management LLC (the "Investment Manager").
The reported securities may be deemed to be beneficially owned by the Investment Manager, the general partner of the Funds, Spruce House Capital LLC (the "General Partner"), and by Zachary Sternberg and Benjamin Stein, managing members of the Investment Manager and the General Partner (the "Managing Members"). Each of the Funds, the Investment Manager, the General Partner and the Managing Members disclaim beneficial ownership of the reported securities held by the Aggregator, except to the extent of his or its pecuniary interest therein. The Aggregator, the Funds, the Investment Manager, the General Partner and the Managing Members (collectively, the "Reporting Persons") affirmatively disclaim being a "group" for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.
This transaction was executed in multiple trades at prices ranging from $303.9475 to $311.4050. The price reported above reflects the weighted average sale price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
This transaction was executed in multiple trades at prices ranging from $292.0000 to $308.2550. The price reported above reflects the weighted average sale price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
This transaction was executed in multiple trades at prices ranging from $293.1250 to $299.0900. The price reported above reflects the weighted average sale price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
This transaction was executed in multiple trades at prices ranging from $293.9900 to $301.2050. The price reported above reflects the weighted average sale price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
This transaction was executed in multiple trades at prices ranging from $304.0000 to $310.6550. The price reported above reflects the weighted average sale price. The reporting persons hereby undertake to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
The Spruce House Partnership LLC By: /s/ Thomas Walker, Authorized Person
2020-10-13
The Spruce House Partnership (AI) LP By: /s/ Thomas Walker, Authorized Person
2020-10-13
The Spruce House Partnership (QP) LP By: /s/ Thomas Walker, Authorized Person
2020-10-13
Spruce House Capital LLC By: /s/ Thomas Walker, Authorized Person
2020-10-13
Zachary Sternberg By: /s/ Thomas Walker, (Attorney-in fact)
2020-10-13
Benjamin Stein By: /s/ Thomas Walker, (Attorney-in fact)
2020-10-13
Spruce House Investment Management LLC By: /s/ Thomas Walker, Authorized Person
2020-10-13