Chewy CEO Sumit Singh sells shares under plan
Rhea-AI Filing Summary
Chewy, Inc. Chief Executive Officer Sumit Singh reported sales of 49,477 shares of Class A common stock on August 3, 2026 at $23.01 per share, including shares held by his spouse, with all sales effected under Rule 10b5-1 trading plans adopted on January 16, 2026. On July 31, 2026, an additional 32,364 shares held by Singh and his spouse were withheld at $22.82 per share solely to satisfy RSU-related tax obligations, which were not market transactions. The report also outlines multiple RSU and PRSU awards for Singh and his spouse that vest between 2026 and 2028, subject to continued employment and, for PRSUs, certified performance conditions.
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Insights
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Insider Trade Summary 10b5-1
Net Seller: 49,477 shares
Net Sell
19 txns
Insider
Singh Sumit
Role
Chief Executive Officer
Sold
49,477 shs ($1.14M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock F3 | 43,244 | $23.01 | $995K |
| Sale | Class A Common Stock F4 | 6,233 | $23.01 | $143K |
| Tax Withholding | Class A Common Stock F1 | 28,649 | $22.82 | $654K |
| Tax Withholding | Class A Common Stock F2 | 3,715 | $22.82 | $85K |
| holding | Class A Common Stock F5 | -- | -- | -- |
| holding | Class A Common Stock F6 | -- | -- | -- |
| holding | Class A Common Stock F7 | -- | -- | -- |
| holding | Class A Common Stock F8 | -- | -- | -- |
| holding | Class A Common Stock F9 | -- | -- | -- |
| holding | Class A Common Stock F10 | -- | -- | -- |
| holding | Class A Common Stock F11 | -- | -- | -- |
| holding | Class A Common Stock F12 | -- | -- | -- |
| holding | Class A Common Stock F13 | -- | -- | -- |
| holding | Class A Common Stock F14 | -- | -- | -- |
| holding | Class A Common Stock F15 | -- | -- | -- |
| holding | Class A Common Stock F16 | -- | -- | -- |
| holding | Class A Common Stock F17 | -- | -- | -- |
| holding | Class A Common Stock F18 | -- | -- | -- |
| holding | Class A Common Stock F19 | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 3,091,864 shares (Direct);
Class A Common Stock — 471,696 shares (Indirect, By Spouse)
Footnotes (19)
- F1. Represents shares of Class A common stock of Chewy, Inc. that were withheld to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units ("RSUs") and does not represent a market transaction. This transaction is exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3(e) promulgated thereunder.
- F2. Represents shares of Class A common stock of Chewy, Inc. that were withheld to satisfy tax withholding and remittance obligations to the filing person's spouse in connection with the net settlement of vested RSUs and does not represent a market transaction. This transaction is exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3(e) promulgated thereunder.
- F3. Represents sales effected pursuant to a Rule 10b5-1 trading plan adopted by the filing person on January 16, 2026.
- F4. Represents sales effected pursuant to a Rule 10b5-1 trading plan adopted by the filing person's spouse on January 16, 2026.
- F5. Represents RSUs granted to the filing person on April 8, 2026. 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. 25% of these RSUs will vest on March 1, 2027, and 6.25% will vest on each three-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
- F6. 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 8, 2025 and the amount of PRSUs eligible for vesting was subject to certification of the satisfaction of certain performance conditions for the 2025 fiscal year by the Compensation Committee of the Board of Directors. On March 5, 2026, the Compensation Committee of the Board of Directors certified the achievement of the performance conditions for the PRSUs, which vest on March 1, 2028, subject to the filing person's continued employment with Chewy, Inc. through the vesting date.
- F7. 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. 100% of these RSUs will vest on February 1, 2027, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
- F8. Represents 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 4, 2024 and the amount of PRSUs eligible for vesting was subject to certification of the satisfaction of certain performance conditions for the 2024 fiscal year by the Compensation Committee of the Board of Directors. On March 26, 2025, the Compensation Committee of the Board of Directors certified the achievement of the performance conditions for the PRSUs, which vest on February 1, 2027, subject to the filing person's continued employment with Chewy, Inc. through the vesting date.
- F9. Represents 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. 16.67% will vest on November 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.
- F10. Represents RSUs granted to the filing person on April 8, 2025. 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. 9.09% of these RSUs will vest on September 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.
- F11. Represents RSUs granted to the filing person's spouse on April 8, 2026. 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. 25% of these RSUs will vest on March 1, 2027, and 6.25% will vest on each three-month anniversary thereafter, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.
- F12. Represents RSUs granted to the filing person's spouse on April 8, 2026. 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. 100% of these RSUs will vest on December 1, 2026, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.
- F13. Represents RSUs granted to the filing person's spouse on April 8, 2026. 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% of these RSUs will vest on December 1, 2027, and 67% will vest on December 1, 2028, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.
- F14. 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 8, 2025 and the amount of PRSUs eligible for vesting was subject to certification of the satisfaction of certain performance conditions for the 2025 fiscal year by the Compensation Committee of the Board of Directors. On March 5, 2026, the Compensation Committee of the Board of Directors certified the achievement of the performance conditions for the PRSUs, which vest on March 1, 2028, subject to the filing person's spouse's continued employment with Chewy, Inc. through the vesting date.
- F15. Represents RSUs granted to the filing person's spouse on 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. 100% will vest on February 1, 2027, subject to the filing person's spouse continued employment with Chewy, Inc. through the applicable vesting date.
- F16. 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 4, 2024 and August 5, 2024 and the amount of PRSUs eligible for vesting was subject to certification of the satisfaction of certain performance conditions for the 2024 fiscal year by the Compensation Committee of the Board of Directors. On March 26, 2025, the Compensation Committee of the Board of Directors certified the achievement of the performance conditions for the PRSUs, which vest on February 1, 2027, subject to the filing person's spouse's continued employment with Chewy, Inc. through the vesting date.
- F17. 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. 16.66% will vest on November 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.
- F18. Represents RSUs granted to the filing person's spouse on April 8, 2025. 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. 9.09% of these RSUs will vest on September 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.
- F19. Represents 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. 16.67% will vest on November 1, 2026 and each three-month anniversary thereafter, subject to the filing person's spouse's continued employment with Chewy, Inc. through the applicable vesting date.
Key Figures
CEO direct sale: 43,244 shares at $23.01
Spouse sale: 6,233 shares at $23.01
CEO tax withholding: 28,649 shares at $22.82
+3 more
6 metrics
CEO direct sale
43,244 shares at $23.01
Sale of Class A Common Stock on August 3, 2026 in a Rule 10b5-1 plan
Spouse sale
6,233 shares at $23.01
Indirect sale by spouse on August 3, 2026 under a Rule 10b5-1 plan
CEO tax withholding
28,649 shares at $22.82
Shares withheld on July 31, 2026 to satisfy RSU tax obligations
Spouse tax withholding
3,715 shares at $22.82
Spouse’s shares withheld on July 31, 2026 for RSU-related taxes
Total shares sold
49,477 shares
Net shares sold in sale transactions reported in this Form 4
Total shares for tax
32,364 shares
Shares withheld or delivered to cover RSU tax liabilities
Key Terms
Rule 10b5-1 trading plan, restricted stock units ("RSUs"), performance-based restricted stock units ("PRSUs"), Section 16(b) of the Securities Exchange Act of 1934, +1 more
5 terms
Rule 10b5-1 trading plan regulatory
"Represents sales effected pursuant to a Rule 10b5-1 trading plan adopted by the filing person"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
restricted stock units ("RSUs") financial
"Represents RSUs granted to the filing person on April 8, 2026. Each RSU represents a contingent right"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
performance-based restricted stock units ("PRSUs") financial
"Represents PRSUs granted to the filing person. Each PRSU represents a contingent right to receive one share"
Section 16(b) of the Securities Exchange Act of 1934 regulatory
"This transaction is exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended"
Rule 16b-3(e) regulatory
"exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3(e)"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider stock sales did Chewy (CHWY) CEO Sumit Singh report?
Sumit Singh reported 49,477 shares of Chewy Class A common stock sold at $23.01 per share on August 3, 2026. These sales, including shares held by his spouse, were executed under Rule 10b5-1 trading plans adopted on January 16, 2026.
Were Sumit Singh’s Chewy (CHWY) stock sales made under a Rule 10b5-1 plan?
Yes. The filing notes that the August 3, 2026 sales by Sumit Singh and his spouse were effected under Rule 10b5-1 trading plans adopted on January 16, 2026, indicating the transactions were pre-arranged under those plans.
What types of equity awards does Chewy (CHWY) CEO Sumit Singh hold?
The filing describes multiple RSUs and PRSUs granted to Sumit Singh, each representing the right to receive Chewy Class A shares. These awards vest between 2026 and 2028, subject to continued employment and, for PRSUs, achievement of certified performance conditions.
Does the Chewy (CHWY) filing show equity awards for Sumit Singh’s spouse?
Yes. Singh’s spouse holds several RSU and PRSU grants in Chewy stock. These awards have time-based vesting schedules and, for PRSUs, depend on prior performance certification, with vesting dates extending through 2028 if employment continues.
AI-generated analysis. How Rhea-AI works. Not financial advice.
