Chewy CEO reports RSU tax withholding entries
Chewy, Inc. Chief Executive Officer Sumit Singh reported tax-related share dispositions linked to vested restricted stock units.
Rhea-AI Filing Summary
Chewy, Inc. Chief Executive Officer Sumit Singh reported tax-related share dispositions linked to vested restricted stock units. On June 1, 2026, a total of 8,840 shares of Class A common stock were withheld at $22.54 per share to satisfy tax withholding and remittance obligations for him and his spouse in connection with net settlement of vested RSUs and PRSUs, and the footnotes state these are not market transactions. After these withholding events, Singh held 885,722 shares directly and 125,915 shares indirectly through his spouse.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise Price or Tax Liability: 8,840 shares
Exercise Price or Tax Liability
17 txns
Insider
Singh Sumit
Role
Chief Executive Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise Price or Tax Liability | Class A Common Stock | 1,273 | $22.54 | $29K |
| Exercise Price or Tax Liability | Class A Common Stock | 7,567 | $22.54 | $171K |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 481,644 shares (Indirect, By Spouse);
Class A Common Stock — 3,163,757 shares (Direct)
Footnotes (17)
- F1. 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.
- F2. 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.
- F3. 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.
- 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 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.
- 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. 50% of these RSUs will vest on August 1, 2026, and the remaining 50% will vest on February 1, 2027, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
- F6. 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.
- F7. 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. 14.29% will vest on August 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.
- F8. 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.
- F9. 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.
- F10. 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.
- 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. 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.
- F12. 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.
- F13. 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. 50% will vest on August 1, 2026, and the remaining 50% will vest on February 1, 2027, subject to the filing person's spouse 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 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.
- F15. 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. 14.28% will vest on August 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.
- F16. 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.
- F17. 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. 14.29% will vest on August 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
Tax-withheld shares (total): 8,840 shares
Tax-withheld shares (CEO): 7,567 shares
Tax-withheld shares (spouse): 1,273 shares
+3 more
6 metrics
Tax-withheld shares (total)
8,840 shares
Shares withheld for tax obligations on vested RSUs/PRSUs on June 1, 2026
Tax-withheld shares (CEO)
7,567 shares
Direct tax-withholding disposition at $22.54 per share on June 1, 2026
Tax-withheld shares (spouse)
1,273 shares
Indirect tax-withholding disposition at $22.54 per share on June 1, 2026
Withholding price
$22.54 per share
Value used to satisfy RSU-related tax obligations
Direct holdings after transaction
885,722 shares
Chewy Class A shares directly held by Sumit Singh following tax withholding
Indirect holdings after transaction
125,915 shares
Chewy Class A shares indirectly held via spouse after tax withholding
Key Terms
restricted stock units ("RSUs"), performance-based restricted stock units ("PRSUs"), net settlement of vested RSUs, Section 16(b) of the Securities Exchange Act of 1934, +1 more
5 terms
restricted stock units ("RSUs") financial
"Represents RSUs granted to the filing person on April 8, 2026."
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."
net settlement of vested RSUs financial
"withheld to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units"
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
"pursuant to Rule 16b-3(e) promulgated thereunder"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Chewy (CHWY) CEO Sumit Singh report in this Form 4?
Sumit Singh reported share dispositions that were purely for tax withholding. Chewy, Inc. Class A shares were withheld to cover tax obligations on vested RSUs and PRSUs for him and his spouse, and the footnotes clarify these were not open-market transactions.
What are RSUs and PRSUs mentioned in the Chewy (CHWY) Form 4?
RSUs and PRSUs are equity awards that convert into shares over time or upon performance. Each RSU or PRSU represents a contingent right to receive one Chewy Class A share, subject to time-based or performance-based vesting conditions and continued employment through the specified vesting dates.
What are Sumit Singh’s Chewy (CHWY) holdings after the tax-withholding events?
After these tax-withholding events, Sumit Singh directly held 885,722 shares of Chewy Class A common stock. He also had indirect ownership of 125,915 shares held by his spouse, reflecting equity positions following the net settlement of vested restricted stock units and related tax withholding.
How is Sumit Singh’s spouse involved in Chewy (CHWY) equity awards?
The filing notes that Singh’s spouse holds RSUs and PRSUs in Chewy stock. Several footnotes describe these awards, which vest over multiple dates between 2026 and 2028, contingent on continued employment with Chewy and, for PRSUs, on previously certified performance conditions.
AI-generated analysis. How Rhea-AI works. Not financial advice.
