Sumit Singh - Apr 8, 2025 Form 4 Insider Report for Chewy, Inc. (CHWY)

Signature
/s/ Da-Wai Hu, as Attorney-in-Fact for Sumit Singh
Stock symbol
CHWY
Transactions as of
Apr 8, 2025
Transactions value $
$0
Form type
4
Date filed
4/10/2025, 04:09 PM
Previous filing
Apr 4, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CHWY Class A Common Stock Award $0 +308K $0.00 308K Apr 8, 2025 Direct F1
transaction CHWY Class A Common Stock Award $0 +51.7K $0.00 51.7K Apr 8, 2025 By Spouse F2
holding CHWY Class A Common Stock 821K Apr 8, 2025 Direct
holding CHWY Class A Common Stock 62.1K Apr 8, 2025 By Spouse
holding CHWY Class A Common Stock 673K Apr 8, 2025 Direct F3
holding CHWY Class A Common Stock 322K Apr 8, 2025 Direct F4
holding CHWY Class A Common Stock 134K Apr 8, 2025 Direct F5
holding CHWY Class A Common Stock 32.2K Apr 8, 2025 Direct F6
holding CHWY Class A Common Stock 803K Apr 8, 2025 Direct F7
holding CHWY Class A Common Stock 58.3K Apr 8, 2025 By Spouse F8
holding CHWY Class A Common Stock 22.1K Apr 8, 2025 By Spouse F9
holding CHWY Class A Common Stock 18.3K Apr 8, 2025 By Spouse F10
holding CHWY Class A Common Stock 2.12K Apr 8, 2025 By Spouse F11
holding CHWY Class A Common Stock 34.4K Apr 8, 2025 By Spouse F12
holding CHWY Class A Common Stock 60.6K Apr 8, 2025 By Spouse F13
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents restricted stock units ("RSUs") granted to the filing person on April 8, 2025. 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. 25% of these RSUs will vest on March 1, 2026, and 6.25% will vest on each three-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
F2 Represents RSUs granted to the filing person's spouse on April 8, 2025. 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. 25% of these RSUs will vest on March 1, 2026, and 6.25% will vest on each three-month anniversary thereafter, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.
F3 Represents 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. 20.79% will vest on May 1, 2025, 5.84% will vest on August 1, 2025, 5.84% will vest on November 1, 2025, 14.95% will vest on December 1, 2025, and 5.84% 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.
F4 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 January 18, 2024 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.
F5 Represents RSUs granted to the filing person on January 18, 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. 25% of these RSUs will vest on August 1, 2025, and 25% will vest each six-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
F6 Represents RSUs granted to the filing person on January 18, 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. 100% of these RSUs will vest on February 1, 2026, subject to the filing person's continued employment with Chewy, Inc. through the vesting date.
F7 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 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.
F8 Represents RSUs granted to the filing person's spouse 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. 10.58% of these RSUs will vest on May 1, 2025, 7.88% will vest on August 1, 2025, 7.88% will vest on November 1, 2025, 2.70% will vest on December 1, 2025, and 7.88% will vest on February 1, 2026 and on each three-month anniversary thereafter, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.
F9 Represents PRSUs granted to the filing person's spouse. 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 spouse's continued employment with Chewy, Inc. through the vesting date.
F10 Represents RSUs granted to the filing person's spouse 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 15,680 of the RSUs, 25% will vest on August 1, 2025, and 25% will vest each six-month anniversary thereafter, subject to the filing person's spouse continued employment with Chewy, Inc. through the applicable vesting date. With respect to 2,593 of the RSUs, 100% will vest on April 1, 2026, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.
F11 Represents RSUs granted to the filing person's spouse on April 7, 2022. 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. 50% of these RSUs will vest on August 1, 2025, and 50% will vest on February 1, 2026, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.
F12 Represents RSUs granted to the filing person's spouse on August 5, 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. 2.67% of these RSUs will vest on May 1, 2025, 2.68% will vest on each three-month anniversary thereafter except for February 1, 2026, when 70.58% will vest, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.
F13 Represents PRSUs granted to the filing person's spouse. 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 August 5, 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 spouse's continued employment with Chewy, Inc. through the vesting date.