Chewy (NYSE: CHWY) CFO granted 4,342 performance and time-based RSUs

Rhea-AI Filing Summary

Deppe Christopher S. reported acquisition or exercise transactions in this Form 4 filing.

Chewy, Inc. Chief Financial Officer Christopher S. Deppe reported an equity compensation award of 4,342 Class A-based units on March 25, 2026. The award is tied to performance-based restricted stock units, each representing a contingent right to one share of Class A common stock.

These PRSUs were initially granted on April 1, 2025, with the amount eligible for vesting determined by 2025 fiscal-year performance. On March 5, 2026, Chewy’s Compensation Committee certified the performance conditions, and the PRSUs are scheduled to vest on March 1, 2028, subject to Deppe’s continued employment. The filing also lists multiple earlier time-based RSU and PRSU grants from 2022–2025 with vesting dates in 2026 and 2027, reflecting ongoing equity-based compensation rather than open-market share purchases or sales.

SEC Form 4

FORM 4

UNITED 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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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^*

Deppe Christopher S.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/25/2026		A		4,342(1)	A	$0	4,342	D
Class A Common Stock								1,566	D
Class A Common Stock								871(2)	D
Class A Common Stock								2,580(3)	D
Class A Common Stock								1,408(4)	D
Class A Common Stock								7,035(5)	D
Class A Common Stock								6,883(6)	D
Class A Common Stock								5,524(7)	D
Class A Common Stock								2,307(8)	D
Class A Common Stock								19,143(9)	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. 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 1, 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.

2. Represents restricted stock units ("RSUs") granted to the filing person on September 14, 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. 100% will vest on September 1, 2026, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.

3. Represents RSUs granted to the filing person on September 14, 2022. 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 September 1, 2026, 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 April 6, 2023. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. 50% of these RSUs will vest on August 1, 2026, and the remaining 50% of such RSUs will vest on February 1, 2027 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 1, 2024. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. 12.5% of these RSUs will vest on May 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.

6. 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 1, 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.

7. Represents RSUs granted to the filing person on April 1, 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. 8.33% will vest on June 1, 2026 and 8.33% will vest on each three-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.

8. Represents RSUs granted to the filing person on April 1, 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. 100% will vest on March 1, 2027, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.

9. Represents RSUs granted to the filing person on September 4, 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. 33% of these RSUs will vest on May 1, 2026, and on each six-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date

	/s/ Da-Wai Hu, as Attorney-in-Fact for Christopher S. Deppe	03/27/2026
	** Signature of Reporting Person	Date
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).
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* Form 4: SEC 1474 (03-26)

FAQ

What did Chewy (CHWY) CFO Christopher S. Deppe report in this Form 4?

Chewy CFO Christopher S. Deppe reported an equity compensation award of 4,342 Class A-based units. These are performance-based restricted stock units, not open-market share purchases, and represent contingent rights to Chewy Class A common stock subject to future vesting conditions and continued employment.

Are there any open-market stock purchases or sales in this Chewy (CHWY) Form 4?

No open-market purchases or sales are reported. The Form 4 shows an acquisition coded as a grant or award of 4,342 units at $0.00 per share and several holding entries, indicating equity compensation arrangements and outstanding restricted stock units, not discretionary trading in Chewy shares.

How do the reported PRSUs for Chewy (CHWY) CFO vest over time?

The performance-based restricted stock units were initially granted on April 1, 2025. After the Compensation Committee certified 2025 performance on March 5, 2026, these PRSUs were scheduled to vest on March 1, 2028, contingent on Christopher S. Deppe remaining employed with Chewy through that vesting date.

What other RSU awards for Chewy (CHWY) CFO are disclosed in this filing?

The filing lists multiple time-based RSU grants from September 14, 2022, April 6, 2023, April 1, 2024, April 1, 2025, and September 4, 2025. These awards vest between May 1, 2026 and February 1, 2027 on specified dates, all subject to continued employment at Chewy.

What conditions affect vesting of the Chewy (CHWY) CFO’s RSUs and PRSUs?

All reported RSUs and PRSUs for Chewy’s CFO require continued employment through their stated vesting dates. The performance-based units also depended on Chewy’s Compensation Committee certifying that specific 2024 or 2025 fiscal-year performance conditions were achieved before becoming eligible to vest.

Does this Chewy (CHWY) Form 4 indicate remaining equity awards for the CFO?

Yes. The filing shows several RSU and PRSU positions with future vesting dates in 2026, 2027, and 2028. These holdings represent ongoing unvested equity compensation that may convert into Chewy Class A shares if vesting schedules and employment conditions are satisfied.