Deppe Christopher S. 4

What Happened
Christopher S. Deppe, Chief Financial Officer of Chewy, had 2,857 shares of Class A common stock withheld on May 1, 2026 at $25.42 per share to satisfy tax withholding obligations related to the net settlement of vested restricted stock units (RSUs). The withheld shares equal approximately $72,625. This was a tax-withholding (code F) transaction — not an open-market sale.

Key Details

• Transaction date: May 1, 2026; Filed with the SEC: May 5, 2026 (within the typical 2-business-day Form 4 deadline).
• Amount: 2,857 shares withheld at $25.42 per share; total value ≈ $72,625.
• Transaction code: F (tax withholding to satisfy withholding/remittance obligations); this is not a market sale.
• Shares owned after transaction: Not specified in this Form 4.
• Footnote F1: Confirms the shares were withheld to satisfy taxes in connection with net settlement of vested RSUs and that the transaction is exempt from Section 16(b) under Rule 16b-3(e).
• Other footnotes (F2–F13, F10, F11, etc.) list various RSU/PRSU awards and vesting schedules for Deppe through dates as late as 2029.

Context
Code F transactions are routine tax-withholding events when restricted awards vest and the company withholds shares instead of the insider selling shares on the open market. Because this was a withholding to cover taxes (not a cash sale), it does not necessarily indicate a change in the insider’s view of the company.