0001127602-23-003570.txt : 20230206 0001127602-23-003570.hdr.sgml : 20230206 20230206163842 ACCESSION NUMBER: 0001127602-23-003570 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230202 FILED AS OF DATE: 20230206 DATE AS OF CHANGE: 20230206 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bowman Stacy CENTRAL INDEX KEY: 0001778320 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38936 FILM NUMBER: 23591201 MAIL ADDRESS: STREET 1: C/O CHEWY, INC., 7700 WEST SUNRISE BLVD CITY: PLANTATION STATE: FL ZIP: 33322 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Chewy, Inc. CENTRAL INDEX KEY: 0001766502 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 901020167 FISCAL YEAR END: 0202 BUSINESS ADDRESS: STREET 1: 7700 WEST SUNRISE BOULEVARD CITY: PLANTATION STATE: FL ZIP: 33322 BUSINESS PHONE: 786-320-7111 MAIL ADDRESS: STREET 1: 7700 WEST SUNRISE BOULEVARD CITY: PLANTATION STATE: FL ZIP: 33322 4 1 form4.xml PRIMARY DOCUMENT X0306 4 2023-02-02 0001766502 Chewy, Inc. CHWY 0001778320 Bowman Stacy 7700 WEST SUNRISE BOULEVARD PLANTATION FL 33322 1 Principal Accounting Officer Class A Common Stock 2023-02-02 4 F 0 931 49.0024 D 224389 D Class A Common Stock 778 D Class A Common Stock 4765 D Class A Common Stock 7325 D Class A Common Stock 71696 D Represents shares withheld to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs"). Represents performance-based restricted stock units ("PRSUs"). Each PRSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. The PRSUs were initially granted on April 5, 2021 and the amount of PRSUs eligible for vesting was subject to certification of the satisfaction of certain performance conditions for the 2021 fiscal year by the Compensation Committee of the Board of Directors. On March 31, 2022, the Compensation Committee of the Board of Directors certified the achievement of the performance conditions for the PRSUs, which vest on March 1, 2024, subject to the filing person's continued employment with Chewy, Inc. through the vesting date. RSUs granted to the filing person on April 5, 2021. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. The time-vesting condition will be satisfied with respect to 50% of these RSUs on September 1, 2023, 25% of such RSUs will vest on March 1, 2024, and 12.5% of such RSUs will vest on each six-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date. RSUs granted to the filing person on April 7, 2022. The RSUs are subject to time-vesting conditions. With respect to 6,801 of the RSUs, 16.66% of such RSUs will vest on each six-month anniversary of February 1, 2023, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date. With respect to 524 of the RSUs, 100% of such RSUs will vest on March 1, 2024, subject to the filing person's continued employment with Chewy, Inc. through the vesting date. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. Represents RSUs. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. The time-vesting condition will be satisfied June 13, 2023, subject to the filing person's continued employment with Chewy, Inc. through such vesting date. The share price condition will be satisfied with respect to a percentage of these RSUs, as and when the price per share of Class A common stock specified in Chewy, Inc.'s Registration Statement on Form S-1 (File No. 333-231095), as amended, is achieved, on a weighted-average basis, on every trading day during a consecutive 45-day trading period completed prior to December 14, 2024, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date. The share price condition has been satisfied with respect to these RSUs. /s/ Susan Helfrick, as Attorney-in-Fact for Stacy Bowman 2023-02-06