[Form 4] PetMed Express, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Douglas Krulik, Chief Accounting Officer of PetMed Express, Inc. (PETS), was granted 40,000 restricted stock units (RSUs) on 09/27/2024. The RSUs were issued under the Company’s 2024 Inducement Incentive Plan and vest in three equal annual installments — one-third on each of the first, second and third anniversaries of 09/27/2024 — subject to continued employment except as otherwise provided in the RSU agreement. Each RSU represents the right to receive one share of common stock upon vesting. Following the grant, Mr. Krulik is reported to beneficially own 40,000 shares directly. The Form 4 was signed by Mr. Krulik on 09/11/2025.

Insights

Corporate Governance Expert

TL;DR: A routine inducement RSU grant to align a newly-appointed officer with shareholder interests; standard multi-year vesting.

The 40,000 RSU award to the Chief Accounting Officer appears structured as a typical retention and alignment tool: time-based vesting over three years with each tranche representing one-third of the grant. Such grants are common when companies hire or retain senior finance executives and provide incentive alignment without immediate dilution until vesting occurs. The Form 4 discloses direct beneficial ownership of 40,000 shares post-grant and cites the Company’s 2024 Inducement Incentive Plan as the grant vehicle. No accelerated vesting, option exercise prices, or derivative transactions are reported, and there is no other compensatory detail in the filing.

Compensation & Equity Specialist

TL;DR: Time-based RSUs with three-year cliff structure are standard; impact depends on company size and existing equity pool.

The RSU terms — one-third vesting each year over three years — indicate straightforward time-based compensation. This structure motivates retention and ties pay to future stock performance once shares vest. The filing shows 40,000 RSUs granted at a reported price of $0 (reflecting RSU awards rather than purchased shares) and direct ownership of those units. The disclosure lacks specifics on potential acceleration on termination or change-in-control, so the full economic impact and potential dilution cannot be assessed from this filing alone.

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^*

KRULIK DOUGLAS

(Last) (First) (Middle)

C/O PETMED EXPRESS, INC.

420 SOUTH CONGRESS AVENUE

(Street)

DELRAY BEACH FL 33445

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PETMED EXPRESS INC [ PETS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/27/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Common Stock	09/27/2024		A		40,000(1)	A	$0	40,000	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. Restricted stock units ("RSUs") granted pursuant to the PetMed Express, Inc. (the "Company") 2024 Inducement Incentive Plan. One-third of the RSUs vest on each of the first, second and third anniversaries of September 27, 2024, subject to continued employment with the Company through the restricted periods (except as provided in the RSU agreement). Each RSU represents a right to receive one share of the Company's Common Stock upon vesting.

Remarks:

	/s/ Douglas Krulik	09/11/2025
	** 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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