Home/Filings/4/0001127602-25-008618
4//SEC Filing

Romanko Michael 4

Accession 0001127602-25-008618

CIK 0001826470other

Filed

Mar 5, 7:00 PM ET

Accepted

Mar 6, 6:52 PM ET

Size

11.1 KB

Accession

0001127602-25-008618

Insider Transaction Report

Form 4
Period: 2025-03-04
Romanko Michael
See Remarks
Transactions
  • Award

    Class A Common Stock

    2025-03-04+1,321,1391,321,139 total
  • Award

    Employee Stock Option (Right to Buy)

    2025-03-04+393,082393,082 total
    Exercise: $2.46Exp: 2035-03-04Class A Common Stock (393,082 underlying)
  • Award

    Performance Stock Unit

    2025-03-04+323,835323,835 total
    Class A Common Stock (323,835 underlying)
Footnotes (3)
  • [F1]Represents 1,321,139 restricted stock units ("RSUs") granted to the Reporting Person on March 4, 2025. Each RSU represents the right to receive one share of Class A common stock of the Issuer. The RSUs will vest as follows: (i) 34% on the first anniversary of 3/4/2025 (the "Grant Date"); (ii) 16.5% on the date that is 18 months following the Grant Date; (iii) 16.5% on the second anniversary of the Grant Date; (iv) 16.5% on the date that is 30 months following the Grant Date; and (v) 16.5% on the third anniversary of the Grant Date. The RSUs were granted outside of the Petco Health and Wellness Company, Inc. 2021 Equity Incentive Plan (as amended, the "2021 Plan") as a material inducement to the Reporting Person's acceptance of employment with the Issuer in accordance with NASDAQ Listing Rule 5635(c)(4).
  • [F2]Represents options to purchase Class A Common Stock of the Issuer. The options will vest as follows: (i) 34% on the first anniversary of the Grant Date; (ii) 16.5% on the date that is 18 months following the Grant Date; (iii) 16.5% on the second anniversary of the Grant Date; (iv) 16.5% on the date that is 30 months following the Grant Date; and (v) 16.5% on the third anniversary of the Grant Date. The options were granted outside of the 2021 Plan as a material inducement to the Reporting Person's acceptance of employment with the Issuer in accordance with NASDAQ Listing Rule 5635(c)(4).
  • [F3]Represents the target number of performance stock units ("PSUs") granted. The PSUs represent the right to receive shares of Class A common stock of the Issuer in an amount from 0% to 200% of the target number of PSUs granted. The actual number of PSUs earned will be determined following a performance period ending January 29, 2028, based on the Issuer's total shareholder return during the performance period and subject to continued employment through the vesting date. The PSUs were granted outside of the 2021 Plan as a material inducement to the Reporting Person's acceptance of employment with the Issuer in accordance with NASDAQ Listing Rule 5635(c)(4).

Issuer

Petco Health & Wellness Company, Inc.

CIK 0001826470

Entity typeother

Related Parties

1
  • filerCIK 0001630945

Filing Metadata

Form type
4
Filed
Mar 5, 7:00 PM ET
Accepted
Mar 6, 6:52 PM ET
Size
11.1 KB