Stacy Bowman - 22 Mar 2024 Form 4 Insider Report for Chewy, Inc. (CHWY)

Signature
/s/ Da-Wai Hu, as Attorney-in-Fact for Stacy Bowman
Issuer symbol
CHWY
Transactions as of
22 Mar 2024
Transactions value $
$0
Form type
4
Filing time
26 Mar 2024, 16:57:24 UTC
Previous filing
06 Mar 2024
Next filing
04 Apr 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CHWY Class A Common Stock Award $0 +4,565 $0 4,565 22 Mar 2024 Direct F1
holding CHWY Class A Common Stock 219,631 22 Mar 2024 Direct
holding CHWY Class A Common Stock 40,003 22 Mar 2024 Direct F2
holding CHWY Class A Common Stock 2,267 22 Mar 2024 Direct F3
holding CHWY Class A Common Stock 1,192 22 Mar 2024 Direct F4
holding CHWY Class A Common Stock 4,535 22 Mar 2024 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents performance-based restricted stock units ("PRSUs") granted to the filing person. Each PRSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. The PRSUs were initially granted on April 6, 2023 and the amount of PRSUs eligible for vesting was subject to certification of the satisfaction of certain performance conditions for the 2023 fiscal year by the Compensation Committee of the Board of Directors. On March 22, 2024, the Compensation Committee of the Board of Directors certified the achievement of the performance conditions for the PRSUs, which vest on February 1, 2026, subject to the filing person's continued employment with Chewy, Inc. through the vesting date.
F2 Represents restricted stock units ("RSUs") granted to the filing person on April 6, 2023 and June 26, 2023. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. The RSUs are subject to time-vesting conditions. With respect to 7,840 of the RSUs, 16.7% will vest on each six-month anniversary of February 1, 2024, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date. With respect to 32,163 of the RSUs, 100% will vest on April 1, 2024, subject to the filing person's continued employment with Chewy, Inc. through the vesting date.
F3 Represents PRSUs granted to the filing person. Each PRSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. The PRSUs were initially granted on April 7, 2022 and the amount of PRSUs eligible for vesting was subject to certification of the satisfaction of certain performance conditions for the 2022 fiscal year by the Compensation Committee of the Board of Directors. On March 14, 2023, the Compensation Committee of the Board of Directors certified the achievement of the performance conditions for the PRSUs, which vest on February 1, 2025, subject to the filing person's continued employment with Chewy, Inc. through the vesting date.
F4 Represents RSUs granted to the filing person on April 5, 2021. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. 50% of these RSUs will vest on September 1, 2024, and 50% of these RSUs will vest on March 1, 2025, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
F5 Represents RSUs granted to the filing person on April 7, 2022. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. 25% of these RSUs will vest on each six-month anniversary of February 1, 2024, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.

Remarks:

Exhibit 24: Power of Attorney