Susan Helfrick - Aug 11, 2021 Form 4 Insider Report for Chewy, Inc. (CHWY)

Role: General Counsel
Signature: /s/ Susan Helfrick
Stock symbol: CHWY
Transactions as of: Aug 11, 2021
Transactions value $: -$935,000
Form type: 4
Date filed: 8/13/2021, 04:52 PM
Previous filing: Aug 6, 2021
Next filing: Oct 28, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CHWY	Class A Common Stock	Sale	-$935K	-10K	-50%	$93.50	10K	Aug 11, 2021	By spouse	F1
holding	CHWY	Class A Common Stock						20.9K	Aug 11, 2021	Direct
holding	CHWY	Class A Common Stock						358K	Aug 11, 2021	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents sales effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person's spouse.
F2	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.

Content

Represents sales effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person's spouse.

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.