Every 8-K that Petmed Express Inc (PETS) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow PETS and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full PETS filings page.
PetMed Express reported first quarter results for the period ended June 30, 2026. Net sales were $41.0 million, down 19.9% from $51.2 million a year earlier as lower consumer promotional usage was more than offset by weaker prescription medication sales. Net loss was $6.1 million, or $(0.28) per diluted share, a substantial improvement from a $34.2 million loss, or $(1.65) per share, primarily due to the absence of prior-year goodwill and trade name impairment charges and lower general and administrative and advertising expenses, partially offset by lower gross profit.
Adjusted EBITDA was $(3.4) million, compared with $(2.7) million in the prior-year quarter, reflecting a $0.8 million decline. Operating cash use improved but remained negative, with net cash used in operating activities of $7.7 million versus $12.3 million a year earlier. Cash and cash equivalents were $13.1 million at June 30, 2026, down from $21.4 million at March 31, 2026. Management highlighted more efficient marketing with 70,000 new customers and a 15% lower acquisition cost, nearly 14% lower general and administrative expenses, completion of an SAP ERP rollout, and a recently announced sale-leaseback intended to strengthen the balance sheet.
PetMed Express, Inc. reported results of its 2026 Annual Meeting of Shareholders and an amendment to its equity compensation plan. Shareholders approved a 2026 Plan Amendment to the PetMed Express, Inc. 2024 Omnibus Incentive Plan, increasing the shares of common stock reserved for issuance under the plan by 1,800,000 shares.
As of the June 15, 2026 record date, 21,371,880 voting shares were outstanding, and 14,291,482 shares were represented in person or by proxy, constituting a quorum. Four director nominees were elected, shareholders approved on an advisory basis the compensation of named executive officers, ratified Baker Tilly US, LLP as independent registered public accounting firm for fiscal year 2026, and approved the amendment to the 2024 Omnibus Incentive Plan.
PetMed Express, through its wholly owned subsidiary 420 South Congress Avenue, LLC, has agreed to a sale-leaseback of its Delray Beach, Florida headquarters and related property with Redfearn Capital Acquisitions, LLC for an aggregate purchase price of $37.0 million. The buyer will place a $0.5 million initial deposit and an additional $1.7 million deposit after a Due Diligence Period of up to 30 days, which may be extended by up to 45 days, with closing 30 days after that period, subject to customary conditions and completion of lease negotiations.
At closing, PetMed Express is expected to enter into a 120‑month, triple‑net lease for 100,519 square feet at 420 South Congress Avenue, with first‑year base rent of $15.25 per square foot and 3.5% annual increases. The lease will include three consecutive five‑year extension options at fair‑market‑value starting rents, a cap on property management fees at 4% of gross rent, and requirements to prepay the third year of base rent and provide a security deposit equal to one year’s rent. The company anticipates completing the transaction within 120 days and describes monetizing its real estate as part of its efforts to strengthen its balance sheet, focus on its core pharmacy business, and retain long‑term use of its current headquarters.
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.
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 reported the results of its Annual Meeting of Shareholders held on January 21, 2026. As of the December 5, 2025 record date, 21,372,021 voting shares were outstanding, and 15,506,165 shares were represented in person or by proxy, providing a quorum.
Shareholders elected all five board nominees to serve until the next annual meeting. For example, votes for director Peter Batushansky were 7,250,849 for, 3,099,547 against, with 49,472 abstentions and 5,106,297 broker non-votes, and similar support levels were recorded for the other nominees.
On an advisory basis, shareholders approved the compensation of the named executive officers, with 8,530,380 votes for, 1,787,060 against and 82,428 abstentions, plus 5,106,297 broker non-votes. They also ratified the appointment of Baker Tilly US, LLP as independent registered public accounting firm for fiscal year 2026, with 14,979,224 votes for, 448,313 against and 78,628 abstentions.
PetMed Express, Inc. (PETS) reported that it entered into an amendment to its shareholder rights agreement, extending the final expiration date of the rights until the close of business on December 2, 2026. This keeps its preferred stock purchase rights plan in place for an additional year.
The Board also approved an increase in the annual base salary of Interim Principal Financial Officer and Chief Accounting Officer Douglas Krulik from $300,000 to $330,000, effective as of August 30, 2025. In addition, the Company entered into a Change of Control and General Severance Agreement with Mr. Krulik, providing six months of base-salary severance if he is terminated without cause, and, if such termination or a resignation for good reason occurs within 12 months after a change of control, the same severance plus immediate vesting of his restricted equity awards.
PetMed Express reported receiving a Nasdaq notice on November 12, 2025 for failing to timely file its Quarterly Reports on Form 10‑Q for the periods ended June 30, 2025 (Q1) and September 30, 2025 (Q2), in addition to a prior delinquent Form 10‑K for the year ended March 31, 2025. The notice requires an updated compliance plan by November 28, 2025, and states any staff exception, if granted, will be limited to a maximum of 180 days from the initial delinquency, or December 29, 2025.
The company said the notice has no immediate effect on its Nasdaq listing and it intends to complete and file the Q1 10‑Q and Q2 10‑Q as promptly as possible. Separately, PetMed furnished a press release announcing preliminary, unaudited estimated revenues for the three‑ and nine‑month periods ended September 30, 2025; that information was furnished, not filed, under Item 2.02.
PetMed Express (PETS) announced board and leadership updates. The Board appointed James LaCamp as a director effective immediately and named him to the Audit Committee and the Compensation and Human Capital Committee. He will become Audit Committee Chair on October 30, 2025 and is designated an SEC “audit committee financial expert.”
The Board also approved an Interim Executive Employment Agreement with Leslie C.G. Campbell to serve as Interim CEO and President for a one-year term from August 11, 2025 through August 10, 2026. The role is at-will and may be terminated by either party without severance. Compensation includes a $1.3 million annual base salary, four weeks of vacation, customary expense reimbursement, and standard employee benefits, with full-time, in-person work at the Delray Beach headquarters. The agreement includes confidentiality, non-solicitation, and a one-year post-employment non-compete. The company furnished the agreement as Exhibit 10.1 and a related press release as Exhibit 99.1.
PetMed Express (PETS) furnished an Item 2.02 update announcing it issued a press release with preliminary, unaudited financial results for the fiscal year ended March 31, 2025, and other financial information. The press release is included as Exhibit 99.1 and incorporates non-GAAP measures with reconciliations. The company highlights forward-looking statements, including expectations regarding the timing of its Form 10-K filing. The materials are furnished, not filed, under the Exchange Act.
PetMed Express, Inc. reports a $1.2 million non-cash impairment of its PCRX trade name, to be recorded in the quarter ended March 31, 2025, after reduced actual and forecasted revenues indicated the asset’s fair value fell below its book value. The company warns that a sustained decline in its stock price could trigger a quantitative goodwill test and potentially a material additional non-cash impairment in the first fiscal quarter of 2026.
The Audit Committee determined that prior financial statements for fiscal years ended March 31, 2024 and 2023, and certain 2024–2025 quarters, should no longer be relied upon due to income statement classification errors for vendor incentives. Restatement will reclassify amounts such as approximately $6,969,000 and $9,010,000 from net sales to cost of sales and/or advertising, but is not expected to change net income, earnings per share, cash flows or liquidity. An internal investigation into whistleblower reports found revenue timing issues on AutoShip orders, a coupon promotion misclassified in cost of goods sold, control and culture concerns, and policy violations, leading to the resignations of the former CEO, CFO and Audit Committee Chair and the expectation of material weaknesses in internal control. The company aims to file its delayed 2025 Form 10-K by mid-October 2025.
PetMed Express, Inc. reported receiving a Nasdaq notice on August 20, 2025 stating it is not in compliance with Nasdaq Listing Rule 5250(c)(1) because it has not yet filed its Annual Report on Form 10-K for the year ended March 31, 2025 and its Quarterly Report on Form 10-Q for the period ended June 30, 2025.
The company has until September 1, 2025 to submit a plan to regain compliance and, if Nasdaq accepts the plan, may be given up to December 29, 2025 to become current in its filings. The notice does not immediately affect the listing of PetMed’s common stock on Nasdaq.
PetMed states it is working diligently to complete and file the delayed reports as promptly as possible so it can regain compliance with Nasdaq’s listing standards.
PetMed Express reported that on August 11, 2025 its Chief Executive Officer and President, Sandra Campos, and its Chief Financial Officer and Treasurer, Robyn D’Elia, resigned effective immediately. Under separation agreements the Company will continue each officer’s annual base salary for 13 months ($550,000 for Ms. Campos; $425,000 for Ms. D’Elia), reimburse COBRA premiums for 18 months, and accelerate pro‑rata vesting of certain restricted stock units while other equity awards will be forfeited. The Board reduced its size from six to five and appointed Leslie C.G. Campbell as Interim CEO and President and Doug Krulik as Interim Principal Financial Officer (while he continues as Chief Accounting Officer). The filing discloses an ongoing Audit Committee investigation into autoship revenue recognition, a $50 coupon promotion, and the company’s control environment; a press release was furnished as Exhibit 99.1.