Satish Mehta - Mar 26, 2025 Form 4 Insider Report for Chewy, Inc. (CHWY)

Role: Chief Technology Officer
Signature: /s/ Da-Wai Hu, as Attorney-in-Fact for Satish Mehta
Stock symbol: CHWY
Transactions as of: Mar 26, 2025
Transactions value $: $0
Form type: 4
Date filed: 3/28/2025, 05:14 PM
Previous filing: Mar 10, 2025
Next filing: Apr 10, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CHWY	Class A Common Stock	Award	$0	+162K		$0.00	162K	Mar 26, 2025	Direct	F1
holding	CHWY	Class A Common Stock						263K	Mar 26, 2025	Direct
holding	CHWY	Class A Common Stock						125K	Mar 26, 2025	Direct	F2
holding	CHWY	Class A Common Stock						64.9K	Mar 26, 2025	Direct	F3
holding	CHWY	Class A Common Stock						33.8K	Mar 26, 2025	Direct	F4

* 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 4, 2024 and the amount of PRSUs eligible for vesting was subject to certification of the satisfaction of certain performance conditions for the 2024 fiscal year by the Compensation Committee of the Board of Directors. On March 26, 2025, the Compensation Committee of the Board of Directors certified the achievement of the performance conditions for the PRSUs, which vest on February 1, 2027, 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 4, 2024. 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. 18.28% of these RSUs will vest on May 1, 2025, 6.34% will vest on August 1, 2025, 6.34% will vest on November 1, 2025, 11.94% will vest on December 1, 2025, and 6.34% will vest on February 1, 2026 and on each three-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable 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 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.
F4	Represents RSUs granted to the filing person on April 6, 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 27,056 of the RSUs, 25% will vest on August 1, 2025 and 25% will vest on each six-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date. With respect to 6,764 of the RSUs, 100% will vest on February 1, 2026, subject to the filing person's continued employment with Chewy, Inc. through the vesting date.