Good morning, and thank you for joining us. I am Ryan Barney, the Head of Investor Relations, Capital Markets, and Treasury at Wayfair. On behalf of our directors, officers, and employees, I thank you for attending our 2026 annual meeting. As a preliminary matter, this is a virtual meeting conducted via live audio webcast, which is taking place only over the internet. Once the polls are open, stockholders will be able to vote in real time until the polls are closed by clicking on the Vote Here button on your screen. Stockholders may also submit questions while the meeting is in progress. As in prior years, following the adjournment of the meeting, we have reserved some time for questions. A representative from Broadridge Financial Solutions has been appointed to act as Inspector of Elections and is present at this meeting.
The inspector has taken the customary oath of office, which will be filed with the minutes of this meeting. I would like to take this opportunity to introduce some of the company representatives who are present at this meeting. Niraj Shah, our Co-Founder, Co-Chairman, and Chief Executive Officer. Steven Conine, our Co-Founder and Co-Chairman. Kate Gulliver, our Chief Financial Officer and Administrative Officer, and Enrique Colbert, our General Counsel and Secretary. Members of our board of directors standing for re-election at this meeting are also joining us. Representatives from our independent auditors, PricewaterhouseCoopers LLP, are also present today. They will be available during the question and answer period to respond to appropriate questions. Mr. Colbert will keep the minutes of this meeting. I would like to cover several procedural matters before introducing the matters of business to be brought before this meeting.
A notice of meeting and notice regarding the availability of proxy materials, which includes our proxy statement and our 2025 annual report to stockholders, was first made available beginning on March 31st, 2026, to all stockholders of record as of the close of business on March 23rd, 2026. Proof of the mailing will be filed with the minutes of this meeting. These proxy materials, as well as a certified list of stockholders entitled to vote at the meeting, have been made available at our offices for inspection by any stockholder. Electronic copies of the proxy materials are also posted on this virtual meeting site.
Under our amended and restated bylaws, a quorum will be present if stockholders holding a majority of the voting power of our shares of our Class A and Class B common stock issued and outstanding and entitled to vote, voting together as a single class, are present at the annual meeting or represented by proxy. The inspector has advised me that a quorum is present. As a result, I hereby declare this meeting duly convened. Now let's consider the business items for this meeting. At the conclusion of discussion of all matters, we will open the polls for a vote. At the conclusion of voting on all items, the votes will be tallied. This meeting has been called to consider and vote upon the following matters, each of which is described in detail in the proxy statement.
The first proposal is to elect directors to serve on the board until our next annual meeting of stockholders. Detailed biographical information of each nominee can be found beginning on page eight of our proxy statement. The nine directors standing for election are as follows: Niraj Shah, Steven Conine, Diana Frost, Andrea Jung, Jeremy King, Michael Kumin, Hal Lawton, Jeffrey Naylor, Michael Sneed. The board of directors recommends a vote for each of the nine director nominees identified in the proxy statement. In accordance with our amended and restated bylaws, stockholders are required to provide advance notice of their intent to nominate candidates for directors. Since no such notice was received, I declare the nominations for directors closed. The second proposal is to ratify the appointment of PricewaterhouseCoopers LLP as the company's independent registered public accounting firm for its fiscal year ending December 31st, 2026.
An explanation of this proposal is contained in the proxy statement starting on page 25. The board of directors recommends a vote for this proposal. The third proposal is a non-binding advisory vote to approve the overall compensation of our named executive officers, commonly known as the Say on Pay proposal for fiscal 2025. An explanation of this proposal is contained in the proxy statement on page 28. The board of directors recommends a vote for this proposal. The fourth and final proposal is to approve amendment number one to the Wayfair Inc. 2023 Incentive Award Plan to increase the number of shares available for issuance under the plan by 20 million shares. An explanation of this proposal is contained in the proxy statement beginning on page 29. A copy of the amendment is also attached as Exhibit A to the proxy statement.
The board of directors recommends a vote for this proposal. Now, let's move on to voting. Most of you have already submitted your proxy to vote or have voted by internet, telephone, mail, or QR code before this meeting and don't need to vote again unless you want to change your vote. The polls to vote online for each matter to be voted on at this meeting are now open. If you have not yet voted or wish to change your vote with respect to these matters, you may vote now by clicking on the Vote Here button on your screen. Now that everyone has had the opportunity to vote, I declare the polls for this meeting officially closed.
After the meeting, the inspector will tabulate and certify the results and will make a written report of the final vote count that will be included as part of the minutes of this meeting. Upon certification, the final voting results will be included in a current report on Form 8-K to be filed by the company with the SEC within four business days following this meeting. Next, I have been informed by our General Counsel and Secretary that there is no new business or other proposals that were properly made by any stockholder of the company. Accordingly, with that, we've reached the end of the formal business for this meeting, and I therefore declare this annual meeting to be adjourned. At this point, I will pause to acknowledge questions that may have been submitted by our stockholders.
First, I would like to remind everyone that statements we may make during this portion of the meeting, as well as any response to questions that may follow this meeting, may constitute forward-looking statements. We cannot guarantee that any forward-looking statement will be accurate, although we believe that we have been responsible in our expectations and assumptions. Our annual report on Form 10-K for the year ended December 31st, 2025, and our subsequent SEC filings identify certain factors that could cause the company's actual results to differ materially from those projected in any such forward-looking statements. Except as required by law, we undertake no obligation to publicly update or revise these statements. Seeing that there are no questions pertinent to the matters discussed at this meeting, I'd like to thank you for joining this year's annual meeting.
We hope you share our excitement about Wayfair and look forward to speaking with you again next year.
The meeting has now concluded. Thank you for joining, and have a pleasant day.