Chewy, Inc. SEC filings document material events for an NYSE-listed online petcare retailer, including quarterly and annual operating results furnished on Form 8-K, Class A common stock registration details, and capital-structure actions involving common stock repurchases.
The company’s filings also cover governance and shareholder matters, including officer appointments and transitions, annual meeting vote results, director elections, auditor ratification, executive compensation advisory votes, and board-approved corporate actions. These records describe Chewy’s formal public-company disclosures around results, leadership, shareholder voting, and capital allocation.
Chewy, Inc. Chief Financial Officer Christopher S. Deppe reported a routine tax-withholding transaction related to vested stock awards. On May 1, 2026, 2,857 shares of Class A common stock were withheld at $25.42 per share to cover tax obligations on restricted stock units.
The filing specifies this was a tax-withholding disposition, not an open-market trade, and is exempt under Section 16(b) pursuant to Rule 16b-3(e). Following the withholding, one reported line shows Deppe holding 5,969 Class A shares directly, alongside multiple RSU and PRSU grants with future time- and performance-based vesting schedules.
Chewy, Inc. Chief Executive Officer Sumit Singh reported open-market sales of 87,526 shares of Class A common stock, including 83,306 shares held directly and 4,220 shares held indirectly through his spouse, at $25.60 per share on May 4, 2026. These sales were effected under Rule 10b5-1 trading plans adopted by Singh and his spouse on January 16, 2026.
After the sales, Singh held 874,061 shares directly and 123,955 shares indirectly through his spouse. On May 1, 2026, an additional 15,462 directly held shares and 2,172 spouse-held shares were withheld at $25.42 per share to cover tax obligations in connection with vested restricted stock units, which the filing describes as non-market transactions.
Chewy Inc Schedule 13G shows Vanguard Capital Management beneficially owned 12,189,628 shares of Chewy common stock, representing 5.07% of the class as reported for the period ending 03/31/2026. The filing lists sole voting power for 1,808,175 shares and sole dispositive power for 12,189,628 shares. The disclosure states this position reflects holdings across Vanguard Capital Management LLC and specified Vanguard affiliates and includes securities held by Vanguard funds and managed accounts.
Chewy, Inc. has reached a proposed settlement of a Delaware stockholder derivative lawsuit challenging its Downstream Merger with entities affiliated with BC Partners. Under a stipulation dated April 6, 2026, defendants and their insurers will pay $29,500,000 in cash to Chewy if the Court grants final approval.
A Special Litigation Committee of independent directors investigated the claims and concluded settlement is in the best interests of Chewy and current stockholders. The Court of Chancery has scheduled a settlement hearing for June 23, 2026 at 1:30 p.m., and a detailed notice and the settlement agreement are posted on Chewy’s investor relations site.
Plaintiff’s counsel plan to seek Court approval for attorneys’ fees and expenses up to $5,500,000 and an incentive award to the plaintiff up to $5,000, to be paid by Chewy from the settlement amount. Defendants deny wrongdoing, and the settlement includes broad mutual releases that, once effective, will dismiss the action with prejudice.
Billings William G. reported acquisition or exercise transactions in this Form 4 filing.
Chewy, Inc. reported that its Chief Accounting Officer, William G. Billings, received a grant of 32,571 restricted stock units (RSUs) of Class A common stock on April 8, 2026 as equity compensation at no cash cost per share. Each RSU represents the right to receive one share if vesting conditions are met. For this grant, 25% of the RSUs vest on March 1, 2027 and 6.25% vest on each three-month anniversary after that, subject to his continued employment. The filing also describes earlier RSU and performance-based RSU awards with vesting schedules running through March 1, 2028, August 1, 2026 and 2027, and quarterly dates beginning May 1, 2026 and June 1, 2026, all conditioned on ongoing employment.
Hu Da-Wai reported acquisition or exercise transactions in this Form 4 filing.
Chewy, Inc. reported that its General Counsel & Secretary, Da-Wai Hu, received an equity award of 37,486 restricted stock units (RSUs) of Class A common stock on April 8, 2026. This is a compensation grant, not an open-market share purchase.
Each RSU represents the right to receive one share if vesting conditions are met. 25% of these RSUs will vest on March 1, 2027, and 6.25% will vest on each three-month anniversary thereafter, as long as Hu remains employed by Chewy. The filing also lists several existing RSU and performance-based RSU (PRSU) awards with vesting dates in 2026–2028, underscoring that Hu’s stake is largely in unvested equity tied to time and performance conditions rather than recent stock trading.
Chewy, Inc. Chief Financial Officer Christopher S. Deppe reported multiple equity awards in the form of Class A common stock-based units. On April 8, 2026, he acquired several blocks of shares at a stated price of $0.00 per share as compensation grants, not open-market purchases.
Footnotes explain these are restricted stock units (RSUs) and performance-based RSUs (PRSUs), each representing a contingent right to receive one share of Chewy Class A common stock. The new RSUs granted on April 8, 2026 carry time-vesting schedules such as 25% vesting on March 1, 2027 with 6.25% vesting on each three‑month anniversary, and separate awards vesting 50% on March 1, 2027 and 50% on March 1, 2028.
The filing also notes earlier RSU and PRSU grants from 2022–2025 with vesting dates between December 1, 2026 and March 1, 2028, all subject to Mr. Deppe’s continued employment and, for PRSUs, prior certification of performance goals by the Compensation Committee.
Singh Sumit reported acquisition or exercise transactions in this Form 4 filing.
Chewy, Inc. Chief Executive Officer Sumit Singh reported new equity awards in the form of restricted stock units (RSUs) and performance-based RSUs (PRSUs) for himself and his spouse. On April 8, 2026, he received 394,868 RSUs, each representing one share of Class A common stock, subject to time-vesting. For this grant, 25% will vest on March 1, 2027, and 6.25% will vest on each three‑month anniversary afterward, conditioned on continued employment.
On the same date, his spouse received RSU grants of 92,381, 13,818, and 59,219 units, each subject to separate time‑based vesting schedules, including full vesting of one grant on December 1, 2026 and multi‑year vesting through December 1, 2028. Footnotes also describe earlier RSU and PRSU awards for both Singh and his spouse, with performance conditions for 2024 and 2025 already certified by the Compensation Committee and future vesting dates extending to February 1, 2027 and March 1, 2028, all requiring continued employment.