Joel D. Anderson - Jul 29, 2024 Form 4 Insider Report for Petco Health & Wellness Company, Inc. (WOOF)

Role: Chief Executive Officer, Director
Signature: /s/ Giovanni Insana, as Attorney-in-Fact
Stock symbol: WOOF
Transactions as of: Jul 29, 2024
Transactions value $: $0
Form type: 4
Date filed: 7/31/2024, 07:22 PM
Previous filing: Jun 12, 2024
Next filing: Aug 9, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	WOOF	Class A Common Stock	Award	$0	+1.49M		$0.00	1.49M	Jul 29, 2024	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	WOOF	Employee Stock Option (Right to Buy)	Award	$0	+1.37M		$0.00	1.37M	Jul 29, 2024	Class A Common Stock	1.37M	$5.00	Direct	F2
transaction	WOOF	Employee Stock Option (Right to Buy)	Award	$0	+1.38M		$0.00	1.38M	Jul 29, 2024	Class A Common Stock	1.38M	$7.50	Direct	F2

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

Explanation of Responses:

Id	Content
F1	Represents 1,492,538 restricted stock units ("RSUs") granted to the Reporting Person on July 29, 2024. Each RSU represents the right to receive one share of Class A common stock of the Issuer. The RSUs will vest as follows: 34% on 7/29/2025 and 16.5% on each of 1/29/2026, 7/29/2026, 1/29/2027 and 7/29/2027. The RSUs were granted outside of the Petco Health and Wellness Company, Inc. 2021 Equity Incentive Plan (as amended, the "2021 Plan") as a material inducement to the Reporting Person's acceptance of employment with the Issuer in accordance with NASDAQ Listing Rule 5635(c)(4).
F2	Represents options to purchase Class A Common Stock of the Issuer. The options will vest as follows: 34% on 7/29/2025 and 16.5% on each of 1/29/2026, 7/29/2026, 1/29/2027 and 7/29/2027. The options were granted outside of the 2021 Plan as a material inducement to the Reporting Person's acceptance of employment with the Issuer in accordance with NASDAQ Listing Rule 5635(c)(4).

Content

Represents 1,492,538 restricted stock units ("RSUs") granted to the Reporting Person on July 29, 2024. Each RSU represents the right to receive one share of Class A common stock of the Issuer. The RSUs will vest as follows: 34% on 7/29/2025 and 16.5% on each of 1/29/2026, 7/29/2026, 1/29/2027 and 7/29/2027. The RSUs were granted outside of the Petco Health and Wellness Company, Inc. 2021 Equity Incentive Plan (as amended, the "2021 Plan") as a material inducement to the Reporting Person's acceptance of employment with the Issuer in accordance with NASDAQ Listing Rule 5635(c)(4).

Represents options to purchase Class A Common Stock of the Issuer. The options will vest as follows: 34% on 7/29/2025 and 16.5% on each of 1/29/2026, 7/29/2026, 1/29/2027 and 7/29/2027. The options were granted outside of the 2021 Plan as a material inducement to the Reporting Person's acceptance of employment with the Issuer in accordance with NASDAQ Listing Rule 5635(c)(4).