Satish Mehta - Mar 22, 2024 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 22, 2024
Transactions value $
$0
Form type
4
Date filed
3/26/2024, 04:59 PM
Previous filing
Feb 6, 2024
Next filing
Apr 8, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CHWY Class A Common Stock Award $0 +64.9K $0.00 64.9K Mar 22, 2024 Direct F1
holding CHWY Class A Common Stock 557K Mar 22, 2024 Direct
holding CHWY Class A Common Stock 41.1K Mar 22, 2024 Direct F2
holding CHWY Class A Common Stock 122K Mar 22, 2024 Direct F3
* 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 January 18, 2024. The RSUs are subject to time-vesting conditions. 50% of these RSUs will vest on May 1, 2024, and 50% will vest on December 1, 2024, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc.
F3 Represents RSUs granted to the filing person on April 6, 2023. The RSUs are subject to time-vesting conditions. With respect to 40,582 of the RSUs, 16.7% will vest on August 1, 2024 and 16.7% 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 81,167 of the RSUs, 92% will vest on February 1, 2025, and 8% will vest on February 1, 2026, subject to the filing person's continued employment with Chewy, Inc. through the vesting date. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc.

Remarks:

Exhibit 24: Power of Attorney