Hu Da-Wai 4
4 · Chewy, Inc. · Filed Mar 3, 2026
Research Summary
AI-generated summary of this filing
Chewy (CHWY) GC Da‑Wai Hu Withholds 1,777 Shares for Taxes
What Happened
- Da‑Wai Hu, General Counsel & Secretary of Chewy, had 1,777 shares of Chewy Class A common stock withheld on 2026-02-27 at a per‑share value of $26.97, for a total value of $47,926. This was a tax withholding/net settlement related to vested restricted stock units (RSUs) and is a disposition by the reporting form, but it was not an open‑market sale.
Key Details
- Transaction date and reported price: 2026-02-27; 1,777 shares at $26.97 each (total ~$47,926).
- Transaction code: F — shares were withheld to satisfy tax withholding and remittance obligations (net settlement of vested RSUs), not a market sale.
- Footnotes: F1 clarifies the withholding and that the transaction is exempt from Section 16(b) per Rule 16b‑3(e). Additional footnotes (F2–F5) describe various RSU/PRSU grants and vesting schedules (grants from 4/1/2024 and 4/1/2025, quarterly/time and performance vesting through 12/1/2026 and 2/1/2027).
- Shares owned after transaction: not specified in the provided data.
- Filing timeliness: Report filed 2026-03-03 for a 2026-02-27 transaction; filing appears timely under the Form 4 two‑business‑day rule.
Context
- This was a tax‑withholding net settlement (cashless) of vested RSUs — a routine administrative disposition used to cover tax obligations and not necessarily a signal of insider buying or selling intent.
- For retail investors, purchase transactions generally convey more informative insider confidence; withholding to cover taxes is common and should be interpreted as administrative rather than a directional trade.
Insider Transaction Report
Form 4
Chewy, Inc.CHWY
Hu Da-Wai
General Counsel & Secretary
Transactions
- Tax Payment
Class A Common Stock
[F1]2026-02-27$26.97/sh−1,777$47,926→ 8,149 total
Holdings
- 29,856
Class A Common Stock
[F2] - 76,299
Class A Common Stock
[F3] - 21,906
Class A Common Stock
[F4] - 10,870
Class A Common Stock
[F5]
Footnotes (5)
- [F1]Represents shares of Class A common stock of Chewy, Inc. that were withheld to satisfy tax withholding and remittance obligations in connection with the net settlement of vested restricted stock units ("RSUs") and does not represent a market transaction. This transaction is exempt from Section 16(b) of the Securities Exchange Act of 1934, as amended, pursuant to Rule 16b-3(e) promulgated thereunder.
- [F2]Represents RSUs granted to the filing person on April 1, 2024. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. 12.5% of these RSUs will vest on May 1, 2026, and on each three-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
- [F3]Represents performance-based restricted stock units ("PRSUs") granted to the filing person. 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 1, 2024 and the amount of PRSUs eligible for vesting was subject to certification of the satisfaction of certain performance conditions for the 2024 fiscal year by the Compensation Committee of the Board of Directors. On March 26, 2025, the Compensation Committee of the Board of Directors certified the achievement of the performance conditions for the PRSUs, which vest on February 1, 2027, subject to the filing person's continued employment with Chewy, Inc. through the vesting date.
- [F4]Represents RSUs granted to the filing person on April 1, 2025. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. The RSUs are subject to time-vesting conditions. 8.33% of these RSUs will vest on June 1, 2026, and 8.33% will vest on each three-month anniversary thereafter, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
- [F5]Represents RSUs granted to the filing person on April 1, 2024. Each RSU represents a contingent right to receive one share of Class A common stock of Chewy, Inc. The RSUs are subject to time-vesting conditions. 100% of these RSUs will vest on December 1, 2026, subject to the filing person's continued employment with Chewy, Inc. through the applicable vesting date.
Signature
/s/ Da-Wai Hu|2026-03-03