Sumit Singh - Jun 14, 2021 Form 4 Insider Report for Chewy, Inc. (CHWY)

Role
Chief Executive Officer, Director
Signature
/s/ Susan Helfrick, as Attorney-in-Fact for Sumit Singh
Stock symbol
CHWY
Transactions as of
Jun 14, 2021
Transactions value $
-$12,683,091
Form type
4
Date filed
6/16/2021, 05:57 PM
Next filing
Dec 16, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CHWY Class A Common Stock Sale -$5.83M -77.7K -20.21% $75.04 307K Jun 14, 2021 Direct F1
transaction CHWY Class A Common Stock Sale -$463K -6.18K -17.23% $75.04 29.7K Jun 14, 2021 By spouse F1
transaction CHWY Class A Common Stock Sale -$5.83M -77.7K -25.35% $74.99 229K Jun 15, 2021 Direct F1
transaction CHWY Class A Common Stock Sale -$560K -7.46K -25.16% $74.99 22.2K Jun 15, 2021 By spouse F1
holding CHWY Class A Common Stock 125K Jun 14, 2021 Direct F2
holding CHWY Class A Common Stock 1.49M Jun 14, 2021 Direct F3
holding CHWY Class A Common Stock 12.1K Jun 14, 2021 By spouse F4
holding CHWY Class A Common Stock 143K Jun 14, 2021 By spouse F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents shares sold to satisfy tax liability upon the vesting of restricted stock units.
F2 Represents restricted stock units granted to the filing person on April 5, 2021. 50% of the restricted stock units will vest on March 1, 2022, and the remaining 50% of the restricted stock units will vest on March 1, 2023, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of Class A common stock of Chewy, Inc.
F3 Represents restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Class A common stock of Chewy, Inc. The time-vesting condition will be satisfied with respect to 25% of these restricted stock units on December 13, 2021 and at the end of each six-month period thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date. The share price condition will be satisfied with respect to a percentage of these restricted stock units, as and when the price per share of Class A common stock specified in Chewy, Inc.'s Registration Statement on Form S-1 (File No. 333-231095), as amended, is achieved, on a weighted-average basis, on every trading day during a consecutive 45-day trading period completed prior to December 14, 2024, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date. The share price condition has been satisfied with respect to 100% of these restricted stock units.
F4 Represents restricted stock units granted to the filing person's spouse on April 5, 2021. 6,107 of the restricted stock units will vest on March 1, 2022, subject to the filing person's spouse's continued employment with Chewy, Inc. through the vesting date. With respect to 4,154 of the restricted stock units, 50% of such restricted stock units will vest on September 1, 2023, 25% of such restricted stock units will vest on March 1, 2024, and 12.5% of such restricted stock units will vest on each six-month anniversary thereafter, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date. With respect to 1,832 of the restricted stock units, 50% of such restricted stock units will vest on March 1, 2022, and the remaining 50% of such restricted stock units will vest on March 1, 2023, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date. Each restricted stock unit represents a contingent right to receive one share of Class A common stock of Chewy, Inc.
F5 Represents restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Class A common stock of Chewy, Inc. The time-vesting condition will be satisfied with respect to 25% of these restricted stock units on December 13, 2021 and at the end of each six-month period thereafter, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date. The share price condition will be satisfied with respect to a percentage of these restricted stock units, as and when the price per share of Class A common stock specified in Chewy, Inc.'s Registration Statement on Form S-1 (File No. 333-231095), as amended, is achieved, on a weighted-average basis, on every trading day during a consecutive 45-day trading period completed prior to December 14, 2024, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date. The share price condition has been satisfied with respect to 100% of these restricted stock units.