STOCK TITAN

Chewy accounting chief sells 17,283 shares at $21

The Chief Accounting Officer's sale was reported under a Rule 10b5-1 plan; associated award notes describe vesting tied to continued employment.

(Moderate)

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Form Type
4

Rhea-AI Filing Summary

Chewy, Inc.'s Chief Accounting Officer, William G. Billings, sold 17,283 shares of Class A common stock at $21.0000 per share on October 15, 2026, under a Rule 10b5-1 trading plan. The related award disclosures describe RSU and PRSU vesting schedules, several of which are conditioned on continued employment through the applicable vesting date.

Insider Billings William G.
Role Chief Accounting Officer
Sold 17,283 shs ($363K)
Type Security Shares Price Value
Sale Class A Common Stock 17,283 $21.00 $363K
holding Class A Common Stock F1 -- -- --
holding Class A Common Stock F2 -- -- --
holding Class A Common Stock F3 -- -- --
holding Class A Common Stock F4 -- -- --
holding Class A Common Stock F5 -- -- --
Holdings After Transaction: Class A Common Stock — 142,457 shares (Direct)
Footnotes (5)
  1. F1. Represents restricted stock units ("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.
  2. F2. 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.
  3. F3. Represents RSUs granted to the filing person on September 20, 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% will vest on August 1, 2027, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
  4. F4. Represents RSUs granted to the filing person on September 20, 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. 12.5% will vest on November 1, 2026, and each three-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
  5. F5. 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. 10% will vest on December 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.
Shares sold 17,283 shares Class A common stock; October 15, 2026
Sale price $21.0000 per share October 15, 2026
RSU vesting schedule 25% on March 1, 2027; 6.25% on each three-month anniversary thereafter RSUs granted April 8, 2026; subject to continued employment through the applicable vesting date
RSU vesting 100% on August 1, 2027 RSUs granted September 20, 2024; subject to continued employment through the vesting date
RSU vesting schedule 12.5% on November 1, 2026, and each three-month anniversary thereafter RSUs granted September 20, 2024; subject to continued employment through the applicable vesting date
RSU vesting schedule 10% on December 1, 2026, and each three-month anniversary thereafter RSUs granted April 8, 2025; subject to continued employment through the applicable vesting date
PRSU vesting date March 1, 2028 2025 fiscal-year performance conditions were certified March 5, 2026; subject to continued employment through the vesting date
restricted stock units technical
"Represents restricted stock units ("RSUs") granted to the filing person"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance-based restricted stock units technical
"Represents performance-based restricted stock units ("PRSUs") granted"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
time-vesting conditions technical
"The RSUs are subject to time-vesting conditions"
performance conditions technical
"satisfaction of certain performance conditions for the 2025 fiscal year"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many CHWY shares did William G. Billings sell?

William G. Billings, Chewy's Chief Accounting Officer, sold 17,283 shares of Class A common stock at $21.0000 per share on October 15, 2026. The sale was made under a Rule 10b5-1 trading plan.

What vesting terms are listed for William G. Billings's CHWY awards?

RSUs vest under four schedules: 25% on March 1, 2027, then 6.25% on each three-month anniversary; 100% on August 1, 2027; 12.5% beginning November 1, 2026; and 10% beginning December 1, 2026. The installment schedules continue on each three-month anniversary, subject to continued employment. PRSUs vest March 1, 2028, subject to continued employment, after the Compensation Committee certified the 2025 fiscal-year performance conditions on March 5, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Billings William G.

(Last)(First)(Middle)
7700 WEST SUNRISE BOULEVARD

(Street)
PLANTATION FLORIDA 33322

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Chewy, Inc. [ CHWY ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock10/15/2026S17,283D$2139,772D
Class A Common Stock32,571(1)D
Class A Common Stock14,470(2)D
Class A Common Stock18,161(3)D
Class A Common Stock21,622(4)D
Class A Common Stock15,861(5)D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents restricted stock units ("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.
2. 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.
3. Represents RSUs granted to the filing person on September 20, 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% will vest on August 1, 2027, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
4. Represents RSUs granted to the filing person on September 20, 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. 12.5% will vest on November 1, 2026, and each three-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
5. 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. 10% will vest on December 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.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Elaine W. Keyser, as Attorney-in-fact- for William G. Billings10/16/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

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