Sumit Singh - 06 Jan 2025 Form 4 Insider Report for Chewy, Inc. (CHWY)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4
Accepted by SEC
08 Jan 2025, 16:04:49 UTC
Prior SEC filing
07 Jan 2025
Next SEC filing
17 Jan 2025
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Da-Wai Hu, as Attorney-in-Fact for Sumit Singh

Key filing fact

Sumit Singh filed Form 4 for Chewy, Inc. (CHWY) on 08 Jan 2025.

Key facts

  • This page summarizes Sumit Singh's Form 4 filing for Chewy, Inc. (CHWY).
  • 1 reported transaction and 0 derivative rows are listed below.
  • Accepted by SEC: 08 Jan 2025, 16:04.

Change

  • Previous filing in this sequence was filed on 07 Jan 2025.
  • Current net transaction value: -$2,377,221.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

CHWY transaction

Class A Common Stock

Sale

Transaction value
$2,377,221
Shares
-63,187
Change %
-8.9%
Price
$37.62
Shares after
643,939
Date
06 Jan 2025
Ownership
Direct
Footnotes
F1, F2
CHWY holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
6,677
Date
06 Jan 2025
Ownership
By Spouse
CHWY holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
829,793
Date
06 Jan 2025
Ownership
Direct
Footnotes
F3
CHWY holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
321,694
Date
06 Jan 2025
Ownership
Direct
Footnotes
F4
CHWY holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
167,550
Date
06 Jan 2025
Ownership
Direct
Footnotes
F5
CHWY holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
397,469
Date
06 Jan 2025
Ownership
Direct
Footnotes
F6
CHWY holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
76,685
Date
06 Jan 2025
Ownership
By Spouse
Footnotes
F7
CHWY holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
22,121
Date
06 Jan 2025
Ownership
By Spouse
Footnotes
F8
CHWY holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
46,497
Date
06 Jan 2025
Ownership
By Spouse
Footnotes
F9
CHWY holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
2,121
Date
06 Jan 2025
Ownership
By Spouse
Footnotes
F10
CHWY holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
520
Date
06 Jan 2025
Ownership
By Spouse
Footnotes
F11
CHWY holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
3,180
Date
06 Jan 2025
Ownership
By Spouse
Footnotes
F12
CHWY holding

Class A Common Stock

No transaction description listed

Transaction value
Shares
Change %
Price
Shares after
70,838
Date
06 Jan 2025
Ownership
By Spouse
Footnotes
F13
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Rule 10b5-1 trading plan

These transactions were reported as open-market trades under a Rule 10b5-1 plan. The plan lets an insider set trading instructions in advance, which can reduce the risk of trading while in possession of material nonpublic information.

Original filing language: transaction made pursuant to a contract, instruction, or written plan intended to satisfy Rule 10b5-1(c).

Explanation of responses 13 footnotes

Footnote F1

Represents sales effected pursuant to a Rule 10b5-1 trading plan adopted by the filing person on September 25, 2024.

Footnote F2

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions in prices ranging from $37.50-$37.86, inclusive. The filing person undertakes to provide to Chewy, Inc., any security holder of Chewy, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 2 to this Form 4.

Footnote F3

Represents restricted stock units ("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. 18.94% of these RSUs will vest on February 1, 2025, 16.85% will vest on May 1, 2025, 4.74% will vest on August 1, 2025, 4.74% will vest on November 1, 2025, 12.12% will vest on December 1, 2025, and 4.74% 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.

Footnote 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.

Footnote 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. 20% of these RSUs will vest on February 1, 2025, and 20% will vest each six-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.

Footnote 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. 91.891699% will vest on February 1, 2025, and 8.108301% will vest on February 1, 2026, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.

Footnote F7

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. 24% of these RSUs will vest on February 1, 2025, 8% will vest on May 1, 2025, 6% will vest on August 1, 2025, 6% will vest on November 1, 2025, 2% will vest on December 1, 2025, and 6% 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.

Footnote F8

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.

Footnote F9

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 19,600 of the RSUs, 20% will vest on February 1, 2025, and 20% 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 2,010 of the RSUs, 100% will vest on February 1, 2025, subject to the filing person's spouse continued employment with Chewy, Inc. through the applicable vesting date. With respect to 24,887 of the RSUs, 90% will vest on April 1, 2025, and 10% will vest on April 1, 2026, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.

Footnote F10

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 7, 2022 and the amount of PRSUs eligible for vesting was subject to certification of the satisfaction of certain performance conditions for the 2022 fiscal year by the Compensation Committee of the Board of Directors. On March 14, 2023, the Compensation Committee of the Board of Directors certified the achievement of the performance conditions for the PRSUs, which vest on February 1, 2025, subject to the filing person's spouse's continued employment with Chewy, Inc. through the vesting date.

Footnote F11

Represents RSUs granted to the filing person's spouse on April 5, 2021. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. 100% of these RSUs will vest on March 1, 2025, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.

Footnote F12

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. 33.33% of these RSUs will vest on each six-month anniversary of August 1, 2024, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.

Footnote F13

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. 51.4% of these RSUs will vest on February 1, 2025, 1.3% will vest on each three-month anniversary thereafter except for February 1, 2026, when 34.3% will vest, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.

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