Chewy, Inc. — Director's Dealing 2019

Jun 18, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Chewy, Inc. (CHWY)
CIK: 0001766502
Period of Report: 2019-06-18

Reporting Person: Mehta Satish (Chief Technology Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-06-18	Class A Common Stock	A	119493	$0.00	Acquired	119493	Direct
2019-06-18	Class A Common Stock	A	1075439	$0.00	Acquired	1075439	Direct

Footnotes

F1: Represents restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Class A common stock of Chewy, Inc. All of these restricted stock units vested as of June 18, 2019 upon consummation of the initial public offering of shares of Class A common stock of Chewy, Inc.

F2: Represents restricted stock units that will vest based on time vesting and share price conditions. Each restricted stock unit 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 25% of these restricted stock units on June 13, 2020 and then with respect to 12.5% of these restricted stock units at the end of each six-month period thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.

F3: (continued from footnote 3) The share price condition will be satisfied with respect to a percentage of these restricted stock units , 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 June 13, 2024, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.