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PetMed Express (PETS) grants 60,000 restricted shares to interim CEO Campbell

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Campbell Leslie C.G. reported acquisition or exercise transactions in this Form 4 filing.

PETMED EXPRESS INC reported that Interim CEO and President Leslie C.G. Campbell received a grant of 60,000 shares of Common Stock as a restricted stock award under the PetMed Express, Inc. 2024 Omnibus Incentive Plan on 2026-08-11. The award vests in full on the first anniversary of the grant date, subject to continued employment and possible accelerated vesting upon death, disability, a change of control, or certain terminations of employment. Following this grant, Campbell directly holds 145,000 shares of Common Stock. An additional 30,000 shares are held in the Leslie C.G. Campbell 2020 Irrevocable Trust for family members; Campbell is not a beneficiary and disclaims beneficial ownership of those trust shares.

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Insider Campbell Leslie C.G.
Role Interim CEO and President
Type Security Shares Price Value
Grant/Award Common Stock F1 60,000 $0.00 $0.00
holding Common Stock F2 -- -- --
Holdings After Transaction: Common Stock — 145,000 shares (Direct); Common Stock — 30,000 shares (Indirect, By Leslie C.G. Campbell 2020 Irrevocable Trust)
Footnotes (2)
  1. F1. Consists of a restricted stock award made pursuant to the PetMed Express, Inc. 2024 Omnibus Incentive Plan that will vest as to all shares on the first anniversary of the grant date, subject to continued employment and subject to accelerated vesting upon death, disability, a change of control, or certain terminations of employment.
  2. F2. These shares are held in a trust for the benefit of the family members of the reporting person. The spouse of the reporting person is trustee of the trust, but the reporting person is not a beneficiary of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
Restricted stock award 60,000 shares of Common Stock Grant to Interim CEO and President on 2026-08-11 under 2024 Omnibus Incentive Plan
Direct holdings after grant 145,000 shares of Common Stock Total direct ownership reported following the 60,000-share restricted stock award
Indirect trust holdings 30,000 shares of Common Stock Held by Leslie C.G. Campbell 2020 Irrevocable Trust; beneficial ownership disclaimed
Transaction price per share $0.0000 per share Reported price for the 60,000-share restricted stock grant (compensatory award)
Vesting period 1 year Award vests as to all shares on the first anniversary of the grant date
restricted stock award financial
"Consists of a restricted stock award made pursuant to the PetMed Express, Inc."
A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.
2024 Omnibus Incentive Plan financial
"award made pursuant to the PetMed Express, Inc. 2024 Omnibus Incentive Plan"
change of control financial
"subject to accelerated vesting upon death, disability, a change of control, or certain"
A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.
Irrevocable Trust financial
"held in a trust for the benefit of the family members of the reporting person. The spouse of the reporting person is trustee of the trust"
An irrevocable trust is a legal arrangement where an owner transfers assets into a separate entity managed by a trustee and gives up the power to modify or reclaim those assets. For investors it matters because putting stock or other holdings into such a trust can change who controls and benefits from the assets, affect taxes and creditor protection, and influence how easy it is to sell or value those holdings—like placing valuables in a locked safe overseen by someone else.
beneficial ownership financial
"The reporting person disclaims beneficial ownership of these securities, and the filing"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

FAQ

What equity award did PETS grant to Interim CEO Leslie C.G. Campbell?

PETMED EXPRESS INC granted Leslie C.G. Campbell a 60,000-share restricted stock award of Common Stock under its 2024 Omnibus Incentive Plan, dated 2026-08-11. The award vests in full on the first anniversary of the grant date, subject to continued employment and specified acceleration events.

How many PETS shares does Leslie C.G. Campbell hold directly after this Form 4?

After the reported grant, Leslie C.G. Campbell directly holds 145,000 shares of PETMED EXPRESS INC Common Stock. This figure includes the newly granted 60,000 restricted shares, which are subject to time-based vesting and certain accelerated vesting conditions.

What are the vesting terms of Leslie C.G. Campbell’s PETS restricted stock award?

The 60,000-share restricted stock award to Leslie C.G. Campbell will vest as to all shares on the first anniversary of the grant date. Vesting is subject to continued employment, with potential acceleration upon death, disability, a change of control, or certain qualifying terminations.

What is the role of the 2024 Omnibus Incentive Plan for PETS in this grant?

The PetMed Express, Inc. 2024 Omnibus Incentive Plan is the equity compensation plan under which the 60,000-share restricted stock award was granted. It provides the framework for granting equity incentives, including the vesting and acceleration provisions described for this award.

How many PETS shares are reported as held indirectly through the 2020 Irrevocable Trust?

The filing reports 30,000 shares of PETMED EXPRESS INC Common Stock held in the “Leslie C.G. Campbell 2020 Irrevocable Trust” for family members. Campbell is not a beneficiary and disclaims beneficial ownership of these securities, despite their inclusion in the ownership table.

Does Leslie C.G. Campbell claim beneficial ownership of PETS shares in the 2020 Irrevocable Trust?

No. Leslie C.G. Campbell explicitly disclaims beneficial ownership of the 30,000 PETS shares held in the 2020 Irrevocable Trust. The trust benefits family members, and Campbell is not a beneficiary, with the spouse serving as trustee of the trust.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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
Estimated average burden
hours per response:0.5
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*
Campbell Leslie C.G.

(Last)(First)(Middle)
420 SOUTH CONGRESS AVENUE

(Street)
DELRAY BEACH FLORIDA 33445

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
PETMED EXPRESS INC [ PETS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Interim CEO and President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/11/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/11/2026A60,000(1)A$0145,000D
Common Stock30,000IBy Leslie C.G. Campbell 2020 Irrevocable Trust(2)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Consists of a restricted stock award made pursuant to the PetMed Express, Inc. 2024 Omnibus Incentive Plan that will vest as to all shares on the first anniversary of the grant date, subject to continued employment and subject to accelerated vesting upon death, disability, a change of control, or certain terminations of employment.
2. These shares are held in a trust for the benefit of the family members of the reporting person. The spouse of the reporting person is trustee of the trust, but the reporting person is not a beneficiary of the trust. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
Remarks:
/s/ Leslie C.G. Campbell08/13/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)