Petco exec RSUs withheld to cover taxes

Petco Health & Wellness Company, Inc. executive Giovanni Insana reported a tax-withholding disposition of restricted stock units, not an open-market sale.

Rhea-AI Filing Summary

Petco Health & Wellness Company, Inc. executive Giovanni Insana reported a tax-withholding disposition of restricted stock units, not an open-market sale. On April 15, 2026, 22,308 shares of Class A common stock were withheld at $2.80 per share to cover tax obligations on vesting RSUs granted April 15, 2024 under the 2021 Equity Incentive Plan.

Following this transaction, Insana directly holds 397,347 shares of Class A common stock, which includes 205,612 outstanding RSUs, each representing the right to receive one share when settled. This filing reflects routine equity compensation and related tax treatment.

Insider Trade Summary

Exercise Price or Tax Liability: 22,308 shares

Exercise Price or Tax Liability 1 txn

Insider Insana Giovanni

Role See Remarks

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Class A Common Stock	22,308	$2.80	$62K

Holdings After Transaction: Class A Common Stock — 397,347 shares (Direct)

Footnotes (2)

1. F1. The transaction reported reflects the withholding of restricted stock units ("RSUs") in satisfaction of the Reporting Person's tax liability. The RSUs were granted to the Reporting Person on April 15, 2024 pursuant to the Petco Health and Wellness Company, Inc. 2021 Equity Incentive Plan (as amended, the "2021 Plan"), and a portion vested on April 15, 2026.
2. F2. Includes 205,612 outstanding RSUs granted under the 2021 Plan. Each RSU represents the right to receive one share of Class A common stock of the Issuer.

Key Figures

Shares withheld for taxes: 22,308 shares Withholding price per share: $2.80 per share Shares held after transaction: 397,347 shares +2 more

5 metrics

Shares withheld for taxes 22,308 shares Tax-withholding disposition of RSUs on April 15, 2026 at $2.80

Withholding price per share $2.80 per share Value used for RSU tax-withholding disposition

Shares held after transaction 397,347 shares Direct Class A common stock holdings following Form 4 transaction

Outstanding RSUs 205,612 RSUs Restricted stock units granted under the 2021 Equity Incentive Plan

RSU grant date April 15, 2024 Grant date of RSUs that partially vested on April 15, 2026

Key Terms

restricted stock units, tax liability, 2021 Equity Incentive Plan, Class A common stock

4 terms

restricted stock units financial

"The transaction reported reflects the withholding of restricted stock units ("RSUs") in satisfaction"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax liability financial

"withholding of restricted stock units ("RSUs") in satisfaction of the Reporting Person's tax liability"

2021 Equity Incentive Plan financial

"pursuant to the Petco Health and Wellness Company, Inc. 2021 Equity Incentive Plan (as amended, the "2021 Plan")"

Class A common stock financial

"Each RSU represents the right to receive one share of Class A common stock of the Issuer"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Giovanni Insana report in the latest Petco (WOOF) Form 4 filing?

Giovanni Insana reported a tax-withholding disposition of restricted stock units, where 22,308 shares of Petco Class A common stock were withheld at $2.80 per share to satisfy tax liabilities from RSUs vesting under the 2021 Equity Incentive Plan.

Was the Petco (WOOF) Form 4 transaction an open-market sale of shares?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were withheld by the company to cover Giovanni Insana’s tax liability triggered by vesting RSUs granted under Petco’s 2021 Equity Incentive Plan.

How many Petco (WOOF) shares were withheld for taxes in this Form 4?

The filing reports that 22,308 shares of Petco Class A common stock were withheld at $2.80 per share. This withholding satisfied the tax obligations associated with restricted stock units vesting on April 15, 2026 under the company’s 2021 Equity Incentive Plan.

What are Giovanni Insana’s Petco (WOOF) holdings after the reported transaction?

After the tax-withholding transaction, Giovanni Insana directly holds 397,347 shares of Petco Class A common stock. This total includes 205,612 outstanding restricted stock units, each representing the right to receive one share when settled in stock.

What role do RSUs play in Giovanni Insana’s Petco (WOOF) equity compensation?

RSUs are a key part of Insana’s compensation, with 205,612 outstanding RSUs granted under Petco’s 2021 Equity Incentive Plan. Each restricted stock unit represents a right to receive one share of Class A common stock upon vesting and settlement.

When were the RSUs in the Petco (WOOF) Form 4 granted and when did they vest?

The RSUs were granted on April 15, 2024 under Petco’s 2021 Equity Incentive Plan. A portion of these restricted stock units vested on April 15, 2026, triggering the tax-withholding disposition of 22,308 shares to satisfy related tax liabilities.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Accepted by SEC EDGAR 04/17/2026 - 07:13 PM Learn about SEC filing dates

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
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^*

Insana Giovanni

(Last) (First) (Middle)

C/O PETCO HEALTH AND WELLNESS COMPANY,

INC., 10850 VIA FRONTERA

(Street)

SAN DIEGO CALIFORNIA 92127

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Petco Health & Wellness Company, Inc. [ WOOF ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	See Remarks

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/15/2026

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

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	04/15/2026		F		22,308(1)	D	$2.8	397,347(2)	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. The transaction reported reflects the withholding of restricted stock units ("RSUs") in satisfaction of the Reporting Person's tax liability. The RSUs were granted to the Reporting Person on April 15, 2024 pursuant to the Petco Health and Wellness Company, Inc. 2021 Equity Incentive Plan (as amended, the "2021 Plan"), and a portion vested on April 15, 2026.

2. Includes 205,612 outstanding RSUs granted under the 2021 Plan. Each RSU represents the right to receive one share of Class A common stock of the Issuer.

Remarks:

Chief Legal Officer and Secretary

	/s/ Giovanni Insana	04/17/2026
	** 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.
* Form 4: SEC 1474 (03-26)