Chewy, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Chewy, Inc. on February 23, 2026. The filing discloses a material change in executive leadership, specifically the appointment of a new Chief Financial Officer (CFO) and the conclusion of an interim arrangement.
Key Financial Metrics
The filing does not provide financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation and personnel changes.
Material Changes
- Appointment of CFO: The Board of Directors appointed Christopher S. Deppe as Chief Financial Officer and principal financial officer, effective February 23, 2026.
- Departure of Interim CFO: William Billings was removed as interim principal financial officer effective February 23, 2026. Mr. Billings will continue to serve as Chief Accounting Officer. The filing states this removal was not due to any disagreement regarding operations, policies, or financial disclosures.
- Executive Background: Mr. Deppe, 46, has served as Vice President of Finance since August 2022. He previously held finance and operations leadership roles at Amazon (2005–2022) and Intel (2001–2005).
Compensation and Outlook
The filing details the compensation package for Mr. Deppe, which includes:
- Base Salary: $450,000 annually.
- Short-Term Incentive: Target bonus of 100% of eligible earnings, beginning in 2026.
- Annual Equity Grant: Target value of 800% of base salary, split between time-based RSUs (50%) and performance-based RSUs (50%).
- One-Time Equity Grant: Value of $8,781,141 as of the grant date, vesting over four years (30%, 25%, 25%, 20%).
- Benefits: Unlimited paid time off subject to company needs.
The filing notes that equity grants are subject to Board approval and specific award agreements. No forward-looking financial guidance or risk factors were disclosed in this specific report.
Investor Verification Checklist
- Verify the final number of RSUs granted based on the average closing stock price over the 20 trading days preceding the grant date.
- Review the attached Offer Letter (Exhibit 10) in the upcoming Form 10-K for full terms and conditions of the equity awards.
- Confirm the vesting schedule and performance metrics for the performance-based RSUs once the Board approves the specific award agreements.
- Monitor future filings for any changes to the interim financial reporting process following the transition of the CFO role.