Chewy, Inc. 8-K

What Happened
Chewy, Inc. announced that its Board approved the appointment of Christopher S. Deppe as Chief Financial Officer and principal financial officer, effective February 23, 2026. The appointment replaces William Billings as interim principal financial officer; Mr. Billings will continue as Chewy’s Chief Accounting Officer and principal accounting officer. The company issued a related press release on February 24, 2026.

Key Details

• Appointment effective date: February 23, 2026. Press release filed as Exhibit 99.1 on Feb 24, 2026.
• Background: Mr. Deppe, age 46, has been Chewy’s Vice President of Finance since August 2022; previously held finance and operations leadership roles at Amazon (2005–2022) and was Operations Manager at Intel (2001–2005).
• Compensation highlights from his offer letter: annual base salary of $450,000; target annual bonus of 100% of eligible earnings (starting 2026).
• Equity awards (subject to Board approval and award agreements): a 2026 annual equity grant valued at 800% of base salary (split 50% time‑based RSUs and 50% performance RSUs with multi‑year vesting), plus a one‑time RSU grant valued at $8,781,141 with a 30%/25%/25%/20% vesting schedule over four years.
• Removal of Mr. Billings as interim principal financial officer was explicitly not due to any disagreement with the company on operations, policies, practices, financial disclosures, or accounting matters.

Why It Matters
The appointment provides permanent leadership for Chewy’s finance function after an interim period, which can increase stability and clarity for investors and stakeholders. The compensation package is heavily equity‑based with multi‑year vesting and performance conditions, aligning the new CFO’s incentives with long‑term company performance but also implying future share‑based expense and potential dilution if equity is issued. The full offer letter will be attached as an exhibit to Chewy’s Form 10‑K for the fiscal year ended February 1, 2026 for more detail.