Wayfair Inc.W
Wayfair Inc. Segments Disclosure
13. Segment and Geographic Information
Operating segments are defined as components of an enterprise for which separate financial information is available that is evaluated on a regular basis by the Chief Operating Decision Maker (“CODM”) in deciding how to allocate resources to an individual segment and in assessing performance. Wayfair’s CODM is its Chief Executive Officer.
Wayfair's operating and reportable segments are the U.S. and International. These segments reflect the way the CODM allocates resources and evaluates financial performance, which is based upon each segment's Adjusted EBITDA. Adjusted EBITDA is defined as net income or loss before depreciation and amortization; equity-based compensation and related taxes; interest income or expense, net; other income or expense, net; provision or benefit for income taxes, net; non-recurring items;and other items that Wayfair believes are not indicative of core operating performance. These charges are excluded from the evaluation of segment performance because it facilitates reportable segment performance comparisons on a period-to-period basis as these costs may vary independent of business performance. The CODM uses Adjusted EBITDA to assess segment performance by comparing actual results versus forecasted, as well as historical financial information, while deciding how to allocate resources as a benchmark to evaluate operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital.
The accounting policies of the segments are the same as those described in Note 1, Summary of Significant Accounting Policies. Wayfair allocates certain operating expenses to the operating and reportable segments, including customer service and merchant fees and selling, operations, technology, general and administrative expenses based on the usage and relative contribution provided to the segments. It excludes from the allocations certain operating expense lines, including depreciation and amortization, equity-based compensation and related taxes, impairment and other related net charges and restructuring and other charges, net, as well as interest income or expense, net, other income or expense, net, gain or loss on debt extinguishment and provision or benefit for income taxes, net. There are no net revenue transactions between Wayfair's reportable segments.
U.S.
The U.S. segment primarily consists of amounts earned through product sales through Wayfair's family of sites in the U.S, together with product sales from Wayfair’s U.S. physical retail stores.
International
The International segment primarily consists of amounts earned through product sales through Wayfair's international sites.
Net revenue from external customers for each group of similar products and services are not reported to the CODM. Separate identification of this information for purposes of segment disclosure is impractical, as it is not readily available and the
cost to develop it would be excessive. No individual country outside the U.S. provided greater than 10% of consolidated net revenue.
The following tables present net revenue, significant segment expenses and Adjusted EBITDA attributable to Wayfair’s reportable segments for the periods presented:
| Year Ended December 31, | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2023 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| (in millions) | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| U.S. | International | Total | U.S. | International | Total | U.S. | International | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Net revenue | $ | 10,973 | $ | 1,484 | $ | 12,457 | $ | 10,373 | $ | 1,478 | $ | 11,851 | $ | 10,482 | $ | 1,521 | $ | 12,003 | |||||||||||||||||||||||||||||||||||||||||
| Less: | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Cost of goods sold (1) | 7,558 | 1,079 | 8,637 | 7,122 | 1,095 | 8,217 | 7,146 | 1,129 | 8,275 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Advertising | 1,254 | 171 | 1,425 | 1,292 | 180 | 1,472 | 1,234 | 163 | 1,397 | ||||||||||||||||||||||||||||||||||||||||||||||||||
Other segment items (2) | 1,399 | 253 | 1,652 | 1,388 | 321 | 1,709 | 1,658 | 367 | 2,025 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Adjusted EBITDA | $ | 762 | $ | (19) | $ | 743 | $ | 571 | $ | (118) | $ | 453 | $ | 444 | $ | (138) | $ | 306 | |||||||||||||||||||||||||||||||||||||||||
Less: reconciling items (3) | 1,056 | 945 | $ | 1,044 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Net loss | $ | (313) | $ | (492) | $ | (738) | |||||||||||||||||||||||||||||||||||||||||||||||||||||
(1) | Cost of goods sold excludes costs that are excluded from Wayfair's evaluation of segment performance. Excluded from Wayfair's evaluation of segment performance and from cost of goods sold are depreciation and amortization and equity-based compensation and related taxes. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(2) | Other segment items include customer service and merchant fees and selling, operations, technology, general and administrative, and exclude any costs that are excluded from Wayfair's evaluation of segment performance. Excluded from Wayfair's evaluation of segment performance and from other segment items are depreciation and amortization, equity-based compensation and related taxes, interest income or expense, net, other income or expense, net, provision or benefit for income taxes, net, non-recurring items and other items that Wayfair believes are not indicative of core operating performance. | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(3) The following adjustments are made to reconcile total reportable segments Adjusted EBITDA to consolidated net loss:
| Year Ended December 31, | |||||||||||||||||||||||
| 2025 | 2024 | 2023 | |||||||||||||||||||||
| (in millions) | |||||||||||||||||||||||
| Depreciation and amortization | $ | 305 | $ | 387 | $ | 417 | |||||||||||||||||
| Equity-based compensation and related taxes | 345 | 411 | 623 | ||||||||||||||||||||
| Interest expense, net | 119 | 29 | 17 | ||||||||||||||||||||
| Other (income) expense, net | (31) | 21 | (1) | ||||||||||||||||||||
| Provision for income taxes, net | 9 | 10 | 9 | ||||||||||||||||||||
| Other: | |||||||||||||||||||||||
Impairment and other related net charges (a) | 23 | 37 | 14 | ||||||||||||||||||||
Restructuring and other charges, net (b) | 53 | 79 | 65 | ||||||||||||||||||||
Loss (gain) on debt extinguishment, net (c) | 233 | (29) | (100) | ||||||||||||||||||||
| Total reconciling items | $ | 1,056 | $ | 945 | $ | 1,044 | |||||||||||||||||
(a) | During the year ended December 31, 2025, Wayfair recorded net charges of $23 million, inclusive of $20 million associated with the Germany Restructuring and weakened macroeconomic conditions in connection with our German operations and $3 million associated with changes in sublease market conditions for a technology center in the U.S. During the year ended December 31, 2024, Wayfair recorded net charges of $37 million, inclusive of $34 million associated with weakened macroeconomic conditions in connection with our German operations, $2 million related to changes in sublease market conditions and $1 million related to construction in progress assets at identified U.S. locations. During the year ended December 31, 2023, Wayfair recorded net charges of $14 million, inclusive of $5 million related to consolidation of certain customer service centers and $9 million related to construction in progress assets at identified U.S. locations. | ||||||||||||||||||||||
(b) | During the year ended December 31, 2025, Wayfair incurred $53 million of charges consisting primarily of one-time employee severance, benefits, relocation and transition costs. This is inclusive of $48 million related to the Germany Restructuring and $20 million related to the March 2025 workforce reduction. Additionally, Wayfair recorded a gain on lease modification of $15 million, related primarily to the early exit of a portion of our corporate office location. During the year ended December 31, 2024, Wayfair incurred $79 million of charges consisting primarily of one-time employee severance and benefit costs associated with the January 2024 workforce reduction. During the year ended December 31, 2023, Wayfair incurred $65 million of charges consisting primarily of one-time employee severance and benefit costs associated with the January 2023 workforce reductions. | ||||||||||||||||||||||
(c) | During the year ended December 31, 2025, Wayfair recorded a $233 million loss on debt extinguishment upon repurchase of $210 million in aggregate principal amount of the 2027 notes, $101 million in aggregate principal amount of the 2028 Notes, $80 million in aggregate principal amount of the 2025 Notes and $696 million in aggregate principal amount of the 2026 Notes. During the year ended December 31, 2024, Wayfair recorded a $29 million gain on debt extinguishment upon repurchase of $518 million in aggregate principal amount of the 2025 Notes, $215 million in aggregate principal amount of the 2026 Notes and the remaining $39 million in aggregate principal amount of the 2025 Accreting Notes. During the year ended December 31, 2023, Wayfair recorded a $100 million gain on debt extinguishment upon repurchase of $83 million in aggregate principal amount of the 2024 Notes and $535 million in aggregate principal amount of the 2025 Notes. | ||||||||||||||||||||||
The following table presents long-lived assets attributable to Wayfair's reportable segments reconciled to the consolidated amounts:
| December 31, 2025 | December 31, 2024 | |||||||||||||
| (in millions) | ||||||||||||||
| Geographic long-lived assets: | ||||||||||||||
| U.S. | $ | 695 | $ | 789 | ||||||||||
| International | 273 | 279 | ||||||||||||
| Total reportable segment long-lived assets | 968 | 1,068 | ||||||||||||
| Plus: reconciling corporate long-lived assets | 410 | 460 | ||||||||||||
| Total long-lived assets | $ | 1,378 | $ | 1,528 | ||||||||||
U.S. and International long-lived assets consist of property and equipment, net and operating lease ROU assets. Corporate long-lived assets consist of property and equipment, net, including capitalized internal-use software and website development costs, and operating lease ROU assets at corporate facilities.
The following table presents total assets attributable to Wayfair's reportable segments reconciled to consolidated amounts:
| December 31, 2025 | December 31, 2024 | |||||||||||||
| (in millions) | ||||||||||||||
| Assets by segment: | ||||||||||||||
| U.S. | $ | 1,107 | $ | 1,245 | ||||||||||
| International | 319 | 328 | ||||||||||||
| Total reportable segment assets | 1,426 | 1,573 | ||||||||||||
| Plus: reconciling corporate assets | 2,014 | 1,886 | ||||||||||||
| Total assets | $ | 3,440 | $ | 3,459 | ||||||||||
U.S. and International segment assets consist primarily of accounts receivable, net, inventories, prepaid expenses and other current assets, property and equipment, net and operating lease ROU assets. Corporate assets include cash and cash equivalents, short-term investments, long-lived assets at corporate facilities, capitalized internal-use software and website development costs and other non-current assets.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 19, 2026 | Showing above |
| 2024 | Feb 20, 2025 | |
| 2023 | Feb 22, 2024 | |
| 2022 | Feb 23, 2023 | |
| 2021 | Feb 24, 2022 | |
| 2020 | Feb 25, 2021 | |
| 2019 | Feb 28, 2020 | |
| 2018 | Feb 25, 2019 | |
| 2017 | Feb 26, 2018 | |
| 2016 | Feb 28, 2017 | |
| 2015 | Feb 29, 2016 | |
About Segments Disclosures
Segment disclosures break a company into its reportable operating units, revealing revenue, profit, and asset allocation that consolidated financial statements obscure. Under ASC 280, segments must match how the chief operating decision maker views the business, providing a window into internal management structure and resource allocation priorities.
Key signals: compare segment margins to identify which units drive profitability and which destroy value. Watch for changes in the number of reportable segments — segment aggregation or disaggregation often coincides with strategic shifts or attempts to obscure declining performance. Intersegment elimination patterns reveal internal pricing practices. The reconciliation between segment totals and consolidated figures exposes corporate overhead allocation and unallocated items. Geographic revenue concentration highlights regulatory and currency exposure. Compare segment-level capital expenditure against segment revenue to assess where management is investing for future growth versus harvesting existing assets.