Petco CFO has 119K shares withheld for taxes

Petco CFO Sabrina Simmons reported tax-withholding dispositions tied to RSU vesting, not open-market sales, under the company’s 2021 equity plan.

Rhea-AI Filing Summary

Petco Health & Wellness Company, Inc. (WOOF) reported that Chief Financial Officer Sabrina Simmons had 119,445 shares of Class A common stock withheld on September 4, 2026 to pay tax liabilities arising from vesting restricted stock units (RSUs), in two code F transactions at $2.52 per share. These RSUs were granted on March 4, 2025 under the company’s 2021 Equity Incentive Plan, and a portion vested on September 4, 2026; no Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Tax Withholding: 119,445 shares

Tax Withholding 2 txns

Insider SIMMONS SABRINA

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock F1	85,318	$2.52	$215K
Tax Withholding	Class A Common Stock F1, F2	34,127	$2.52	$86K

Holdings After Transaction: Class A Common Stock — 1,192,836 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 March 4, 2025 pursuant to the Petco Health and Wellness Company, Inc. 2021 Equity Incentive Plan (as amended, the "2021 Plan"), and a portion vested on September 4, 2026.
2. F2. Includes 704,271 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 tax liability (total): 119,445 shares Shares withheld for tax liability (larger tranche): 85,318 shares Shares withheld for tax liability (second tranche): 34,127 shares +3 more

6 metrics

Shares withheld for tax liability (total) 119,445 shares Code F dispositions on September 4, 2026 to satisfy the CFO’s tax liability on vesting RSUs

Shares withheld for tax liability (larger tranche) 85,318 shares First code F transaction of Class A common stock on September 4, 2026 at $2.52 per share

Shares withheld for tax liability (second tranche) 34,127 shares Second code F transaction of Class A common stock on September 4, 2026 at $2.52 per share

Per-share price used for tax-withholding $2.52 per share Reported transaction price per share for both code F transactions on September 4, 2026

Estimated total value of shares withheld $301,001.40 Derived from 119,445 shares withheld at $2.52 per share for tax liability payment

Outstanding RSUs under 2021 Plan 704,271 RSUs RSUs outstanding for the CFO under the Petco Health and Wellness Company, Inc. 2021 Equity Incentive Plan

Key Terms

restricted stock units ("RSUs"), 2021 Equity Incentive Plan, tax liability, withholding of restricted stock units

4 terms

restricted stock units ("RSUs") financial

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

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

2021 Equity Incentive Plan financial

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

tax liability financial

"in satisfaction of the Reporting Person's tax liability"

withholding of restricted stock units financial

"The transaction reported reflects the withholding of restricted stock units"

FAQ

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

What insider transaction did Petco (WOOF) report for CFO Sabrina Simmons?

CFO Sabrina Simmons reported two code F transactions on September 4, 2026, where a total of 119,445 shares of Class A common stock were withheld to satisfy her tax liability from vesting RSUs granted under Petco’s 2021 Equity Incentive Plan.

Were the recent WOOF insider transactions by the CFO open-market sales?

No. The filing states the transactions reflect withholding of RSUs to satisfy the CFO’s tax liability. Both entries are code F, described as “Payment of tax liability by delivering or withholding securities,” and are not reported as open-market sales.

How many Petco (WOOF) shares were withheld and at what price for the CFO’s tax liability?

A total of 119,445 shares of Petco Class A common stock were withheld, consisting of 85,318 shares and 34,127 shares, each at a reported price of $2.52 per share, in connection with the payment of the CFO’s tax liability on vested RSUs.

What is the origin of the RSUs involved in the WOOF CFO’s September 2026 transaction?

The RSUs were granted to the CFO on March 4, 2025 under the Petco Health and Wellness Company, Inc. 2021 Equity Incentive Plan, and a portion of those RSUs vested on September 4, 2026, triggering the related tax-withholding transactions.

How many RSUs does the Petco (WOOF) CFO still hold under the 2021 Plan?

The filing states that the CFO’s holdings include 704,271 outstanding RSUs granted under the 2021 Equity Incentive Plan. Each RSU represents the right to receive one share of Petco’s Class A common stock.

Were the WOOF CFO’s September 4, 2026 transactions under a Rule 10b5-1 trading plan?

No. The Rule 10b5-1 checkbox is not marked as affirmative for this filing, and the footnotes do not indicate a trading plan. The transactions are described solely as tax-withholding related to vesting RSUs.

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

Available on EDGAR 09/09/2026 - 04:13 PM Accepted by SEC EDGAR 09/09/2026 - 04:12 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^*

SIMMONS SABRINA

(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)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/04/2026

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	09/04/2026		F		85,318(1)	D	$2.52	1,226,963	D
Class A Common Stock	09/04/2026		F		34,127(1)	D	$2.52	1,192,836(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 March 4, 2025 pursuant to the Petco Health and Wellness Company, Inc. 2021 Equity Incentive Plan (as amended, the "2021 Plan"), and a portion vested on September 4, 2026.

2. Includes 704,271 outstanding RSUs granted under the 2021 Plan. Each RSU represents the right to receive one share of Class A common stock of the Issuer.

	/s/ Giovanni Insana, as Attorney-in-Fact	09/09/2026
	** 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)