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

Rhea-AI Filing Summary

Douglas Krulik, Chief Accounting Officer of PetMed Express, Inc. (PETS), reported a non‑derivative equity grant on 09/09/2025. The filing shows a restricted stock award of 10,000 shares granted at a $0 purchase price under the companys 2024 Omnibus Incentive Plan. After the grant Mr. Krulik beneficially owns 50,000 shares. The award is scheduled to vest in full on the six‑month anniversary of the grant date provided he remains employed or in service, and the award also vests in full if the company terminates his service prior to full vesting unless the termination is for Cause. The Form 4 is signed by Mr. Krulik on 09/11/2025.

Positive

• 10,000 restricted shares granted to the Chief Accounting Officer under the 2024 Omnibus Incentive Plan
• Award vests in full after six months if the reporting person remains employed or in service, providing short‑term alignment

Negative

• Award vests upon company termination (unless termination is for Cause), which accelerates insider vesting and may be seen as shareholder‑unfriendly
• Grant issued at $0 implies dilution without cash inflow to the company

Insights

Financial Analyst

TL;DR: Routine insider restricted stock grant; limited near‑term dilution and aligns an officer to company performance.

The Form 4 documents a common compensation event: a 10,000‑share restricted stock award to the Chief Accounting Officer at no cash cost to the officer. Vesting in six months creates a short performance/service horizon and modest immediate dilution relative to total outstanding shares (not stated in the filing). The grant price of $0 indicates a standard service‑based award rather than a purchase. This is a routine corporate governance and compensation action that does not, in isolation, change the companys capital structure materially based on the information provided.

Corporate Governance Expert

TL;DR: Grant terms include standard service vesting but feature an acceleration clause on company termination, which favors the insider.

The restricted award vests on a six‑month anniversary if Mr. Krulik remains in service, and it also vests in full if the company terminates his service prior to full vesting except for terminations for Cause. That acceleration provision benefits the reporting person by protecting vesting on employer‑initiated departures and is notable for governance review. The filing is otherwise procedural and lacks additional governance details such as performance conditions or overall dilution caps.

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

OMB APPROVAL

OMB Number:			3235-0287
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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)
09/09/2025

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	09/09/2025		A		10,000	A(1)	$0	50,000	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 award granted pursuant to the PetMed Express, Inc. (the "Company") 2024 Omnibus Incentive Plan (the "2024 Omnibus Plan"). The award will vest in its entirety on the 6-month anniversary of the grant date so long as Mr. Krulik remains on such date employed by the Company or otherwise in the service of the Company (as a director, consultant, or otherwise) and the award will vest in full in the event that the Company terminates the service by Mr. Krulik with the Company prior to the full vesting of the award unless such termination is for Cause (within the meaning 2024 Omnibus Plan).

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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did PETS insider Douglas Krulik report on the Form 4?

He reported a restricted stock award of 10,000 shares granted on 09/09/2025 under the 2024 Omnibus Incentive Plan and now beneficially owns 50,000 shares.

When do the restricted shares granted to Mr. Krulik vest?

The award vests in full on the six‑month anniversary of the grant date provided he remains employed or in service; it also vests if the company terminates his service before full vesting unless termination is for Cause.

What was the purchase price for the restricted stock award filed on Form 4?

The transaction price is reported as $0, indicating a grant rather than a purchase.

How many PETS shares does Douglas Krulik beneficially own after the transaction?

He beneficially owns 50,000 shares following the reported transaction.

What is the significance of the acceleration provision in the award?

The award vests if the company terminates his service (unless for Cause), which accelerates vesting and ensures the officer receives the award in many termination scenarios.

On what dates were the transaction and signature made on the Form 4?

Transaction date: 09/09/2025; Signature date: 09/11/2025.