Chewy, Inc. (CHWY)
NYSE: CHWY · Real-Time Price · USD
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AGM 2026

Jul 9, 2026

Summary

The meeting covered director elections, auditor ratification, and executive compensation votes, with all proposals approved and annual frequency for compensation votes chosen. Proper procedures and disclosures were followed, and risks related to forward-looking statements were noted.

Raymond Svider
Chairperson of the Board of Directors, Chewy

Good morning, welcome to the 2026 Annual Meeting of Stockholders of Chewy, Inc. My name is Raymond Svider. I'm the Chairperson of the Board of Directors and will be acting as chairperson and presiding over today's meeting. A copy of our agenda and rules of conduct are available in the virtual meeting room. Joining us at this meeting are members of Chewy's board of directors. We also have members of the management team participating, including Sumit Singh, our Chief Executive Officer, Chris Deppe, our Chief Financial Officer, and Da-Wai Hu, our General Counsel and Secretary, who is acting as secretary for today's meeting.

Also with us today are Michael Barbera from American Election Services, which has been appointed as our inspector of elections, and David Chalich from Deloitte & Touche, our independent registered public accounting firm, who will be available to answer questions during the questions- and- answer period at the end of the meeting. The business to be conducted at this meeting is included in the agenda and is further described in our proxy materials. Questions from stockholders directly related to the business of this meeting will be addressed following adjournment of the official business, and our investor relation team will directly respond to other questions. If you submit your questions, we ask that you include your name and email address so we may respond to you directly.

Stockholders logged into this meeting using their 16-digit control number, who have not voted or who have previously voted by proxy and wish to change their vote, may do so by clicking the Vote Here button on the bottom of their meeting screen. Please be reminded that if any stockholder has already sent us their proxy and does not wish to change their vote, no further action needs to be taken today. Please note that any remarks we may make today about future expectations, plans, or prospects about the company or our industry constitute forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995.

Such forward-looking statements are subject to various risks and uncertainties and other factors described in the section titled Risk Factors in our annual report on Form 10-K for fiscal year 2025 and in our other filings with the SEC, and actual results may differ materially than those indicated by any forward-looking statements. In addition, any forward-looking statements represent the company's expectations only as of today. While we may elect to update these forward-looking statements, we specifically disclaim any obligation to do so unless required by law. Any forward-looking statements should not be relied upon as representing the company's estimates or views as of any date subsequent to today. The 2026 annual meeting of stockholders is now called to order.

Broadridge Financial Services has delivered an affidavit of distribution certifying that the notice of the meeting and the notice of availability of proxy materials was sent beginning on May 22nd, 2026, to all stockholders of record as of the record day, May 13, 2026. This affidavit will be available if any stockholder wishes to examine it and will be filed with the minutes of this meeting. The Inspector of Elections has signed the oath of office, and that oath will also be filed with the minutes of this meeting. A list of stockholders as of the record date has been available at the company's principal executive office for at least 10 days. Since our meeting notice and notice of availability of proxy materials has each been properly sent and a quorum is present, the meeting is now duly and lawfully convened for purposes of transacting business properly before it.

It is 10:04 A.M., and the polls for the four proposals are now open. As your votes are being received, I will review the four items of business for consideration at this meeting. No other nominations or matters have been brought before the meeting in accordance with the company's bylaws. The first matter to be voted on today is the election of five Class I directors to serve for the three-year terms until the 2029 annual meeting of stockholders or until their respective successors are duly nominated and qualified. The nominees to serve as directors of the company are myself, Marco Castelli, Nat Goldhaber, James Nelson, and Martin H. Nesbitt. The second matter to be voted on today is ratification of the appointment of the company's independent registered public accounting firm for the current fiscal year.

The audit committee has selected Deloitte & Touche LLP as the independent registered public accounting firm to audit the consolidated financial statements of the company and its subsidiaries for the fiscal year ending January 31st, 2027. The third matter to be voted on today is to approve, on a non-binding advisory basis, the compensation of our named executive officers as described in the proxy statement, including the compensation discussion and analysis section, the related compensation tables, and narrative discussion provided in the proxy statement. The fourth matter is an advisory vote on the frequency of future votes on named executive officer compensation. It is now 10:06 A.M., and the polls for each proposal are now closed.

Based on preliminary results, I am pleased to share with you that each of the nominees for directors has been elected, that the second and third proposals have been approved, and an annual frequency of future votes on named executive officer compensation has received the most votes from our stockholders. The final vote results will be included in the Form 8-K that will be filed with the Securities and Exchange Commission within four business days from the date of this meeting. This concludes the business of the meeting. As there are no questions relevant to the business at hand, we are officially adjourning the meeting. On behalf of our board of directors, I would like to thank all of our stockholders for their interest in our company and for joining us today. Thank you, and have a great rest of your day.

Operator

This now concludes the meeting. Thank you for joining, and have a pleasant day.