Chewy, Inc. 8-K

What Happened
Chewy, Inc. announced on April 7, 2026 that its Board of Directors approved a $500 million increase to the company’s previously authorized share repurchase program. The increase is incremental to the approximately $119.4 million of repurchase authority still available under the $500 million program authorized in May 2024. The expanded Program permits repurchases of both Class A and Class B common stock.

Key Details

• Board approved a $500 million increase on April 7, 2026.
• Approximately $119.4 million remained from the May 2024 $500 million program prior to this increase.
• Repurchases may be made in the open market, in privately negotiated transactions, under Rule 10b-18 or Rule 10b5-1 plans, or by other means.
• The Program has no set expiration, does not require the Company to buy any specific number of shares, and may be modified, suspended, or terminated at any time.

Why It Matters
A larger buyback authorization gives Chewy flexibility to purchase shares, which can reduce outstanding share count and potentially support earnings per share if repurchases are executed. However, the company made the increase discretionary—there’s no commitment to repurchase a set amount, and actual purchases will depend on stock price, trading volume, market conditions, and legal/compliance considerations. Investors should watch for future announcements or 10b5-1 plan activity that indicate when and how much the company actually repurchases.