Chewy repurchases $100M shares from BC Partners concurrent with secondary offering of ~27.5M shares at $41.95

Chewy, Inc.

Buddy Chester Sub LLC (BC Partners) sold 23.95M shares at $41.95 in offering; underwriter option for ~3.59M additional shares exercised.
Chewy repurchased 2,395,210 shares from same seller for $100M at $41.95/share, cancelling the shares.
Special committee of independent directors approved repurchase outside existing program; Offering and repurchase closed June 25, 2025.
Company received no proceeds from secondary offering; BC Partners is converting Class B shares to Class A for sale and repurchase.
Initial BC Partners holdings were 180.4M Class B shares; transaction reduces overhang and returns capital to shareholders.

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