Welcome to our dedicated page for PETMED EXPRESS SEC filings (Ticker: PETS), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
PetMed Express, Inc. filings document the regulatory record for a Florida public company operating the PetMeds and PetCareRx pet pharmacy businesses. Annual and current reports disclose operating results, non-GAAP reconciliations, intangible-asset impairment matters involving the PCRX trade name, and the financial reporting issues reflected in Forms 12b-25 and Nasdaq continued-listing notices.
Other filings cover governance and capital-structure matters, including annual meeting voting results, director elections, executive compensation advisory votes, audit committee composition, amendments to the shareholder rights agreement, and modifications to security holder rights. The record also includes Form 8-K disclosures for material agreements, board appointments, results releases, and listing compliance communications.
SilverCape Investments Limited, a Cayman Islands investor, has filed an amended Schedule 13D stating it holds 2,579,696 shares of PetMed Express common stock, or about 12.07% of the company based on 21,365,782 shares outstanding as of May 22, 2026.
On June 29, 2026, SilverCape sent a revised non-binding proposal to PetMed Express’ CEO and board to take the company private by acquiring 100% of the outstanding common stock for $3.00 per share in cash. The proposal is subject to further due diligence and negotiation and would require a mutually acceptable definitive agreement, including board actions to neutralize the company’s shareholder rights plan or other antitakeover protections. The filing emphasizes there is no assurance a definitive agreement will be signed or that any transaction will be completed, and that SilverCape may change, withdraw, or further pursue its proposal at any time.
PetMed Express, Inc. reported a pending change in its board of directors. On June 23, 2026, director Leah A. Solivan notified the company that she will not stand for reelection at the 2026 annual meeting of stockholders, scheduled for August 11, 2026.
She will continue to serve as a director until that meeting. The company states that her decision is not due to any disagreement with PetMed Express or its board regarding operations, policies, or practices, indicating a routine board transition rather than a conflict-driven departure.
KRULIK DOUGLAS reported acquisition or exercise transactions in this Form 4 filing.
PetMed Express granted CAO and interim CFO Douglas Krulik 32,500 shares of restricted common stock and 32,500 performance share units as equity compensation. The restricted shares vest 50% on June 26, 2027 and 50% on June 26, 2028, while the performance units payout depends on three-year relative total shareholder return through December 31, 2028.
PetMed Express, Inc. is holding a completely virtual 2026 annual shareholder meeting on August 11, 2026 at 11:00 a.m. Eastern Time. Shareholders of record as of June 15, 2026 can attend online, ask questions and vote.
They will vote on electing four directors, an advisory say-on-pay resolution, ratifying Baker Tilly US, LLP as auditor for the fiscal year ending March 31, 2027, and amending the 2024 Omnibus Incentive Plan to add 1,800,000 shares of common stock. The company notes this additional pool could represent approximately 8% incremental dilution based on 21,371,880 common shares outstanding on June 15, 2026 and highlights plan features such as one-year minimum vesting, no repricing, no excise-tax gross-ups, double-trigger change-in-control vesting and clawback provisions.
Nina Capital Holdings Inc., together with related ten percent owners of PETMED EXPRESS INC, reported an open-market purchase of 25,000 shares of Common Stock at a weighted average price of $1.749 per share, in multiple trades between $1.72 and $1.75.
Following this transaction, their reported direct holdings total 2,600,000 shares, including 1,875,000 shares held by Nina Capital Holdings and 725,000 shares held jointly by Moises Tache Galante and his spouse, Stephannie Matz Zyman.
PetMed Express, Inc. outlines its pet pharmacy and wellness business, emphasizing a 30-year direct-to-consumer model, the April 2023 PetCareRx acquisition, and a growing AutoShip and membership program that generated 62.6% of sales in the quarter ended March 31, 2026.
The company operates licensed, accredited pharmacies in Florida and New York, serving more than 1.9 million customers over the last three fiscal years, with average order values near $98 and a broad catalog of medications, foods, and supplies.
Management discloses significant risks, including intense competition, regulatory dependence on pharmacy licenses, concentration of inventory sourcing among a small group of suppliers, exposure to shipping disruptions and cybersecurity threats, and a highly seasonal, promotion-sensitive business model.
The filing also highlights a recent going-concern assessment, recurring operating losses, previously restated financial statements, and unresolved material weaknesses in internal control over financial reporting, all of which could affect future financial results and investor confidence if not successfully remediated.
PetMed Express reported weak fourth quarter and full-year 2026 results, with significant revenue declines and losses. Fourth quarter net sales were $42.8 million, down from $50.8 million, and the company posted a net loss of $4.1 million or $(0.19) per diluted share, improving from a larger prior-year loss.
For the full fiscal year, net sales fell to $179.0 million from $227.0 million, a 21.1% decrease, and the net loss widened sharply to $57.3 million or $(2.74) per share, mainly due to a $26.7 million goodwill impairment, higher stock-based compensation, professional fees and severance tied to an investigation, and lower gross profit. Full-year adjusted EBITDA deteriorated to $(15.4) million from $0.7 million. Cash and cash equivalents declined to $21.4 million from $54.7 million as operating activities used $28.4 million of cash.
PetMed Express, Inc. set the date for its 2026 Annual Meeting of Shareholders, which will be held virtually on August 11, 2026. The company is also resetting shareholder proposal and director nomination deadlines because this meeting will occur more than 30 and 60 days after the 2025 meeting’s anniversary.
Shareholder proposals under SEC Rule 14a-8 and proxy access director nominations must be received at the company’s Delray Beach, Florida headquarters by May 31, 2026. The bylaws allow proxy access for up to 20 shareholders owning at least 3% of outstanding common stock for three years to nominate up to the greater of two directors or 20% of the board.
PetMed Express, Inc. received a Schedule 13D from Diveroli Investment Group LLC and Kingbird Ventures LLC disclosing a stake in its common stock. The reporting persons beneficially own 391,757 shares, representing 1.83% of PetMed’s outstanding common stock, based on 21,400,495 shares outstanding as of January 30, 2026.
The shares are held in the name of Kingbird Ventures LLC, with Diveroli Investment Group LLC acting as its authorized representative. The investors describe their principal business as investing in public and private companies and state they may buy more or sell shares over time depending on market and company factors, but do not currently have specific plans for corporate changes at PetMed.
PetMed Express reported a sharp downturn for the quarter ended December 31, 2025. Net sales fell to $40.7 million from $52.0 million, a 21.7% decline, driven mainly by weaker prescription medication demand and heavier promotions. The company posted a quarterly net loss of $10.6 million versus a $0.7 million loss a year earlier.
For the nine months, sales dropped to $136.2 million from $176.2 million, and results swung from $5.4 million of income to a $53.2 million loss, including a $26.7 million goodwill impairment, a $0.6 million trade name impairment, and a $2.1 million inventory write-down. Cash and cash equivalents decreased to $26.9 million from $54.7 million, while shareholders’ equity fell to $32.8 million. The company also restated prior-year figures to correct vendor rebate accounting and disclosed unsolicited, non-binding cash acquisition proposals at $4.00–$4.25 per share, which its board is reviewing.