CHEWY, INC., 10-Q filed on 6/11/2025
Quarterly Report
v3.25.1
Cover Page - shares
 3 Months Ended
May 04, 2025
Jun. 04, 2025
Entity Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Period End Date May 04, 2025  
Document Transition Report false  
Entity File Number 001-38936  
Entity Registrant Name CHEWY, INC.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 90-1020167  
Entity Address, Address Line One 7700 West Sunrise Boulevard  
Entity Address, City or Town Plantation  
Entity Address, State or Province FL  
Entity Address, Postal Zip Code 33322  
City Area Code 786  
Local Phone Number 320-7111  
Title of 12(b) Security Class A Common Stock, par value $0.01 per share  
Trading Symbol CHWY  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Emerging Growth Company false  
Entity Shell Company false  
Amendment Flag false  
Fiscal Period Focus Q1  
Fiscal Year Focus 2025  
Entity Central Index Key 0001766502  
Current Fiscal Year End Date --02-01  
Common Class A    
Entity Information [Line Items]    
Entity Common Stock, Shares Outstanding   195,511,443
Common Class B    
Entity Information [Line Items]    
Entity Common Stock, Shares Outstanding   219,698,561
v3.25.1
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions
May 04, 2025
Feb. 02, 2025
Current assets:    
Cash and cash equivalents $ 616.4 $ 595.8
Accounts receivable 200.0 169.0
Inventories 806.9 836.7
Prepaid expenses and other current assets 88.5 60.9
Total current assets 1,711.8 1,662.4
Property and equipment, net 560.6 562.2
Operating lease right-of-use assets 449.5 450.4
Goodwill 39.4 39.4
Deferred tax assets 257.5 257.5
Other non-current assets 41.5 42.6
Total assets 3,060.3 3,014.5
Current liabilities:    
Trade accounts payable 1,177.0 1,175.9
Accrued expenses and other current liabilities 963.2 1,030.8
Total current liabilities 2,140.2 2,206.7
Operating lease liabilities 500.2 502.4
Other long-term liabilities 44.3 43.9
Total liabilities 2,684.7 2,753.0
Commitments and contingencies (Note 5)
Stockholders’ equity:    
Preferred stock, $0.01 par value per share, 5,000,000 shares authorized, no shares issued and outstanding as of May 4, 2025 and February 2, 2025 0.0 0.0
Additional paid-in capital 1,891.4 1,840.2
Accumulated deficit (1,520.5) (1,582.9)
Accumulated other comprehensive income 0.5 0.1
Total stockholders’ equity 375.6 261.5
Total liabilities and stockholders’ equity 3,060.3 3,014.5
Common Class A    
Stockholders’ equity:    
Common stock, value 2.0 1.9
Common Class B    
Stockholders’ equity:    
Common stock, value $ 2.2 $ 2.2
v3.25.1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
May 04, 2025
Feb. 02, 2025
Preferred stock, par value (in dollars per share) $ 0.01 $ 0.01
Preferred stock, authorized (in shares) 5,000,000 5,000,000
Preferred stock, issued (in shares) 0 0
Preferred stock, outstanding (in shares) 0 0
Common Class A    
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, authorized (in shares) 1,500,000,000 1,500,000,000
Common stock, issued (in shares) 195,353,640 193,892,875
Common stock, outstanding (in shares) 195,353,640 193,892,875
Common Class B    
Common stock, par value (in dollars per share) $ 0.01 $ 0.01
Common stock, authorized (in shares) 395,000,000 395,000,000
Common stock, issued (in shares) 219,698,561 219,698,561
Common stock, outstanding (in shares) 219,698,561 219,698,561
v3.25.1
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME - USD ($)
shares in Millions, $ in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
Income Statement [Abstract]    
Net sales $ 3,116.0 $ 2,877.7
Cost of goods sold 2,192.2 2,023.7
Gross profit 923.8 854.0
Operating expenses:    
Selling, general and administrative 653.1 602.6
Advertising and marketing 193.8 186.8
Total operating expenses 846.9 789.4
Income from operations 76.9 64.6
Interest and other income, net 1.0 13.8
Income before income tax provision 77.9 78.4
Income tax provision 15.5 11.5
Net income 62.4 66.9
Comprehensive income:    
Net income 62.4 66.9
Foreign currency translation adjustments 0.4 0.4
Comprehensive income $ 62.8 $ 67.3
Earnings per share attributable to common Class A and Class B stockholders:    
Basic (in dollars per share) $ 0.15 $ 0.15
Diluted (in dollars per share) $ 0.15 $ 0.15
Weighted-average common shares used in computing earnings per share:    
Basic (in shares) 413.7 434.9
Diluted (in shares) 425.3 436.4
v3.25.1
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($)
shares in Millions, $ in Millions
Total
Class A and Class B Common Stock
Additional Paid-in Capital
Accumulated Deficit
Accumulated Other Comprehensive Income
Balance at beginning of period (in shares) at Jan. 28, 2024   431.8      
Balance at beginning of period at Jan. 28, 2024 $ 510.3 $ 4.3 $ 2,482.0 $ (1,975.6) $ (0.4)
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Share-based compensation expense 65.4   65.4    
Vesting of share-based compensation awards (in shares)   3.6      
Vesting of share-based compensation awards   $ 0.1 (0.1)    
Net income (loss) 66.9     66.9  
Other comprehensive income 0.4       0.4
Balance at end of period (in shares) at Apr. 28, 2024   435.4      
Balance at end of period at Apr. 28, 2024 643.0 $ 4.4 2,547.3 (1,908.7) 0.0
Balance at beginning of period (in shares) at Feb. 02, 2025   413.6      
Balance at beginning of period at Feb. 02, 2025 261.5 $ 4.1 1,840.2 (1,582.9) 0.1
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Share-based compensation expense 74.5   74.5    
Vesting of share-based compensation awards (in shares)   2.1      
Vesting of share-based compensation awards 0.0 $ 0.1 (0.1)    
Repurchases of common stock (in shares)   (0.6)      
Repurchases of common stock (23.2)   (23.2)    
Net income (loss) 62.4     62.4  
Other comprehensive income 0.4       0.4
Balance at end of period (in shares) at May. 04, 2025   415.1      
Balance at end of period at May. 04, 2025 $ 375.6 $ 4.2 $ 1,891.4 $ (1,520.5) $ 0.5
v3.25.1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
Cash flows from operating activities    
Net income (loss) $ 62.4 $ 66.9
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 30.0 28.0
Share-based compensation expense 74.5 65.4
Non-cash lease expense 8.6 8.0
Change in fair value of equity warrants and investments 2.6 0.9
Unrealized foreign currency (gains) losses, net (0.2) 0.6
Other 4.9 (1.9)
Net change in operating assets and liabilities:    
Accounts receivable (30.9) (18.2)
Inventories 30.1 (33.1)
Prepaid expenses and other current assets (27.4) (8.5)
Other non-current assets (0.5) 0.2
Trade accounts payable 1.1 38.8
Accrued expenses and other current liabilities (61.7) (58.3)
Operating lease liabilities (9.2) (8.2)
Other long-term liabilities 2.1 1.3
Net cash provided by operating activities 86.4 81.9
Cash flows from investing activities    
Capital expenditures (37.7) (29.3)
Proceeds from maturities of marketable securities 0.0 535.0
Other (3.5) 0.0
Net cash (used in) provided by investing activities (41.2) 505.7
Cash flows from financing activities    
Repurchases of common stock (23.1) 0.0
Proceeds from, net of income taxes paid for, parent reorganization transaction 1.6 (54.8)
Principal repayments of finance lease obligations (0.1) (0.3)
Payments of secondary offering costs (0.5) 0.0
Other (2.9) 0.0
Net cash used in financing activities (25.0) (55.1)
Effect of exchange rate changes on cash and cash equivalents 0.4 (0.1)
Net increase in cash and cash equivalents 20.6 532.4
Cash and cash equivalents, as of beginning of period 595.8 602.2
Cash and cash equivalents, as of end of period $ 616.4 $ 1,134.6
v3.25.1
Description of Business
 3 Months Ended
May 04, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Description of Business Description of Business
Chewy, Inc. and its wholly-owned subsidiaries (collectively “Chewy” or the “Company”) is primarily an e-commerce business geared toward pet products and services. Chewy serves its customers through its retail websites, and its mobile applications and focuses on delivering exceptional customer service, competitive prices, outstanding convenience (including Chewy’s Autoship subscription program, fast shipping, and hassle-free returns), and a large selection of high-quality pet food, treats and supplies, and pet healthcare products and services.

The Company is controlled by a consortium including private investment funds advised by BC Partners Advisors LP (“BC Partners”) and its affiliates, La Caisse de dépôt et placement du Québec, affiliates of GIC Special Investments Pte Ltd, affiliates of StepStone Group LP and funds advised by Longview Asset Management, LLC (collectively, the “Sponsors”).

On October 30, 2023 (the “Closing Date”), the Company entered into certain transactions (the “Transactions”) with affiliates of BC Partners pursuant to an Agreement and Plan of Merger (the “Merger Agreement”). The Transactions resulted in such affiliates restructuring their ownership interests in the Company and Chewy Pharmacy KY, LLC (“Chewy Pharmacy KY”) becoming an indirect wholly-owned subsidiary of the Company.

On the Closing Date, affiliates of BC Partners transferred $1.9 billion to the Company to be used to fund: (i) tax obligations of its affiliates that were inherited by the Company as a result of the Transactions and (ii) expenses incurred by the Company in connection with the Transactions. The Merger Agreement requires affiliates of BC Partners to indemnify the Company for certain tax liabilities and includes customary indemnifications related to the Transactions. For additional information, see Note 10 - Income Taxes.
v3.25.1
Basis of Presentation and Significant Accounting Policies
 3 Months Ended
May 04, 2025
Accounting Policies [Abstract]  
Basis of Presentation and Significant Accounting Policies Basis of Presentation and Significant Accounting Policies
Basis of Presentation

The Company’s accompanying unaudited condensed consolidated financial statements and related notes include the accounts of Chewy, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. The unaudited condensed consolidated financial statements and notes thereto of Chewy, Inc. have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting and, therefore, omit or condense certain footnotes and other information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) as set forth in the Financial Accounting Standards Board’s (“FASB”) accounting standards codification (“ASC”). In the opinion of management, all adjustments necessary for a fair statement of the financial information, which are of a normal and recurring nature, have been made for the interim periods reported. Results of operations for the quarterly period ended May 4, 2025 are not necessarily indicative of the results for the entire fiscal year. The unaudited condensed consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q for the quarterly period ended May 4, 2025 should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 2, 2025 (“10-K Report”).

Fiscal Year

The Company has a 52- or 53-week fiscal year ending each year on the Sunday that is closest to January 31 of that year. The Company’s 2025 fiscal year ends on February 1, 2026 and is a 52-week year. The Company’s 2024 fiscal year ended February 2, 2025 and was a 53-week year.

Significant Accounting Policies

Other than policies noted herein, there have been no significant changes from the significant accounting policies disclosed in Note 2 of the “Notes to Consolidated Financial Statements” included in the 10-K Report.
Use of Estimates

GAAP requires management to make certain estimates, judgments, and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates these estimates and judgments. Actual results could differ from those estimates.

Key estimates relate primarily to determining the net realizable value and demand for inventory, useful lives associated with property and equipment and intangible assets, valuation allowances with respect to deferred tax assets, contingencies, self-insurance accruals, evaluation of sales tax positions, and the valuation and assumptions underlying share-based compensation. On an ongoing basis, management evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities.

Accrued Expenses and Other Current Liabilities

The following table presents the components of accrued expenses and other current liabilities (in millions):

As of
May 4, 2025February 2, 2025
Outbound fulfillment$481.5 $512.1 
Advertising and marketing129.4 146.3 
Payroll liabilities60.8 89.9 
Accrued expenses and other291.5 282.5 
Total accrued expenses and other current liabilities$963.2 $1,030.8 

Stockholders’ Equity

Share Repurchase Activity

Share Repurchase Program

On May 24, 2024, the Company’s Board of Directors authorized the Company to repurchase up to $500 million of its Class A common stock, par value $0.01 per share (the “Class A common stock”), and/or Class B common stock, par value $0.01 per share (the “Class B common stock” and together with the Class A common stock, the “common stock”), pursuant to a share repurchase program (the “Repurchase Program”). Under the Repurchase Program, the Company may repurchase shares of common stock on a discretionary basis from time to time through open market repurchases, in privately negotiated transactions, through repurchases made in compliance with Rule 10b-18 and/or Rule 10b5-1 under the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, or other means. The actual timing and amount of any share repurchases remains subject to a variety of factors, including stock price, trading volume, market conditions, compliance with applicable legal requirements, and other general business considerations. The Repurchase Program does not require the Company to repurchase any specific dollar amount or to acquire any specific number of shares of common stock. The Repurchase Program has no expiration date and may be modified, suspended, or terminated at any time.

The total cost of repurchased shares of common stock in excess of par value, including the cost of commissions and excise taxes, is recorded to additional paid-in capital. The total cost for share repurchases executed and unpaid, as well as the cost of unpaid commissions and excise taxes, are included in accrued expenses and other current liabilities on the Company’s condensed consolidated balance sheets. During the thirteen weeks ended May 4, 2025, 664,533 shares of Class A common stock were repurchased and subsequently cancelled and retired pursuant to the Repurchase Program for a total cost of $23.2 million, excluding the cost of commissions and excise taxes. The authorized value of shares available to be repurchased under the Repurchase Program excludes the cost of commissions and excise taxes and as of May 4, 2025, the remaining value of shares of common stock that were authorized to be repurchased under the Repurchase Program was $383.5 million. As of May 4, 2025 and February 2, 2025, the total unpaid cost of share repurchases was $5.7 million and $5.6 million, respectively, which included $5.1 million, respectively, for excise taxes.
Interest and Other Income (Expense), net

The Company generates interest income from its cash and cash equivalents and marketable securities and incurs interest expense in relation to its borrowing facilities, finance leases, and uncertain tax positions. The following table provides additional information about the Company’s interest income (expense), net (in millions):

13 Weeks Ended
May 4, 2025April 28, 2024
Interest income$4.5 $15.8 
Interest expense(1.3)(1.3)
Interest income, net
$3.2 $14.5 

The Company made interest cash payments of $0.6 million during each of the thirteen weeks ended May 4, 2025 and April 28, 2024.

The Company’s other income (expense), net consists of: (i) changes in the fair value of equity warrants, investments, and tax indemnification receivables, (ii) foreign currency transaction gains and losses, and (iii) allowances for credit losses. The following table provides additional information about the Company’s other (expense) income, net (in millions):

13 Weeks Ended
May 4, 2025April 28, 2024
Change in fair value of equity warrants$(2.6)$(0.7)
Foreign currency transaction losses(0.1)(0.5)
Change in fair value of tax indemnification receivables0.50.5 
Other expense, net$(2.2)$(0.7)

Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. In November 2023, the FASB issued this ASU to update reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance. This update became effective with the Company’s Fiscal Year 2024 annual reporting period and with the Company’s Fiscal Year 2025 interim reporting periods. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements and resulted in additional segment disclosures within Note 8 – Segment Information.

Recently Issued Accounting Pronouncements

ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. In December 2023, the FASB issued this ASU to update income tax disclosure requirements, primarily related to the income tax rate reconciliation and income taxes paid information. This update is effective beginning with the Company’s 2025 fiscal year annual reporting period, with early adoption permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements.

ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. In November 2024, the FASB issued this ASU to improve disclosures regarding the types of expenses included in commonly presented expense captions. This update is effective beginning with the Company’s 2027 fiscal year annual reporting period, with early adoption permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements.
v3.25.1
Financial Instruments
 3 Months Ended
May 04, 2025
Fair Value Disclosures [Abstract]  
Financial Instruments Financial Instruments
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To increase the comparability of fair value measures, the following hierarchy prioritizes the inputs to valuation methodologies used to measure fair value:
Level 1-Valuations based on quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2-Valuations based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3-Valuations based on unobservable inputs reflecting the Company’s assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment.

Cash equivalents are carried at cost, which approximates fair value and are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices.

Marketable securities are included in prepaid expenses and other current assets on the Company’s condensed consolidated balance sheets, are carried at fair value, and are classified within Level 1 because they are valued using quoted market prices. Specific to marketable fixed income securities, the Company did not record any gross unrealized gains and losses as fair value approximates amortized cost. The Company did not record any credit losses during the thirteen weeks ended May 4, 2025. Further, as of May 4, 2025, the Company did not record an allowance for credit losses related to its fixed income securities.

Vested equity warrants and equity investments in public companies that have readily determinable fair values are carried at fair value and are classified as marketable securities within Level 1 because they are valued using quoted market prices.

Unvested equity warrants are classified within Level 3 of the fair value hierarchy as they are valued based on observable and unobservable inputs reflecting the Company’s assumptions, consistent with reasonably available assumptions made by other market participants. The Company utilized certain valuation techniques, such as the Black-Scholes option-pricing model and the Monte Carlo simulation model, to determine the fair value of unvested equity warrants. The application of these models requires the use of a number of complex assumptions based on unobservable inputs, including the expected term, expected equity volatility, discounts for lack of marketability, cash flow projections, and probability with respect to vesting requirements. Equity warrants are transferred from Level 3 to Level 1 of the fair value hierarchy upon vesting as they are no longer valued based on unobservable inputs.

The following table includes a summary of financial instruments measured at fair value as of May 4, 2025 (in millions):

Level 1Level 2Level 3
Cash$616.4 $— $— 
Cash and cash equivalents616.4 — — 
Equity investments1.0 — — 
Marketable securities1.0 — — 
Total financial instruments$617.4 $— $— 

The following table includes a summary of financial instruments measured at fair value as of February 2, 2025 (in millions):

Level 1Level 2Level 3
Cash$595.8 $— $— 
Cash and cash equivalents595.8 — — 
Equity investments0.9 — — 
Marketable securities0.9 — — 
Unvested equity warrants
——4.9 
Total financial instruments$596.7 $— $4.9 
The following table summarizes the change in fair value for financial instruments using unobservable Level 3 inputs (in millions):

13 Weeks Ended
May 4, 2025April 28, 2024
Beginning balance$4.9 $2.2 
Equity warrants terminated
(4.9)— 
Change in fair value of unvested equity warrants— 2.9 
Equity warrants vested— (3.2)
Ending balance$— $1.9 

As of February 2, 2025, the deferred credit subject to vesting and performance requirements recognized within other long-term liabilities in exchange for the equity warrants was $4.5 million. Level 3 significant unobservable inputs used in the fair value measurement of unvested equity warrants included probability of vesting and equity volatility, and reflected a weighted average of 0% and 56% as of May 4, 2025, respectively.
v3.25.1
Property and Equipment, net
 3 Months Ended
May 04, 2025
Property, Plant and Equipment [Abstract]  
Property and Equipment, net Property and Equipment, net
The following is a summary of property and equipment, net (in millions):

As of
May 4, 2025February 2, 2025
Furniture, fixtures and equipment$241.0 $208.3 
Computer equipment81.4 78.0 
Internal-use software243.0 230.0 
Leasehold improvements386.5 327.9 
Construction in progress50.4 130.1 
1,002.3 974.3 
Less: accumulated depreciation and amortization441.7 412.1 
Property and equipment, net$560.6 $562.2 

Internal-use software includes labor and license costs associated with software development for internal use. As of May 4, 2025 and February 2, 2025, the Company had accumulated amortization related to internal-use software of $135.2 million and $125.1 million, respectively.

Construction in progress is stated at cost, which includes the cost of construction and other directly attributable costs. No provision for depreciation is made on construction in progress until the relevant assets are completed and put into use.

For the thirteen weeks ended May 4, 2025 and April 28, 2024, the Company recorded depreciation expense on property and equipment of $19.7 million and $18.1 million, respectively, and amortization expense related to internal-use software costs of $10.1 million and $8.9 million, respectively. The aforementioned depreciation and amortization expenses were included within selling, general and administrative expenses in the condensed consolidated statements of operations.
v3.25.1
Commitments and Contingencies
 3 Months Ended
May 04, 2025
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Legal Matters

Various legal claims arise from time to time in the normal course of business. In assessing loss contingencies related to legal proceedings that are pending against the Company, or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein.
The Company believes that it has adequately accrued for the potential impact of loss contingencies that are probable and reasonably estimable. The Company does not believe that the ultimate resolution of any matters to which it is presently a party will have a material adverse effect on the Company’s results of operations, financial condition or cash flows. However, the results of these matters cannot be predicted with certainty, and an unfavorable resolution of one or more of these matters could have a material adverse effect on the Company’s financial condition, results of operations or cash flows.
v3.25.1
Debt
 3 Months Ended
May 04, 2025
Debt Disclosure [Abstract]  
Debt Debt
ABL Credit Facility

The Company has a senior secured asset-based credit facility ( the “ABL Credit Facility”), which matures on April 1, 2030 following an amendment entered into on April 1, 2025, and provides for non-amortizing revolving loans in an aggregate principal amount of up to $800 million, subject to a borrowing base comprised of, among other things, inventory and sales receivables (subject to certain reserves). The ABL Credit Facility provides the right to request incremental commitments and add incremental asset-based revolving loan facilities in an aggregate principal amount up to the sum of (i) $250 million, (ii) the amount of permanent reductions of commitments thereunder and (iii) if greater than zero, the amount by which the borrowing base as of the date of incurrence exceeds the commitments thereunder, subject to customary conditions.

Borrowings under the ABL Credit Facility bear interest at a rate per annum equal to either a base rate or a term Secured Overnight Financing Rate (“SOFR”) (with no credit spread adjustment) at the Company’s option, plus a margin determined based on the Company's average excess availability, which is either (i) 0.25%, 0.50%, or 0.75% for borrowings at the base rate, or (ii) 1.25%, 1.50%, or 1.75% for SOFR borrowings. The Company is required to pay a commitment fee of 0.25% per annum with respect to the undrawn portion of the commitments, which is generally based on average daily usage of the facility. The ABL Credit Facility contains customary affirmative and negative covenants, all of which the Company is in compliance with. Based on the Company’s borrowing base as of May 4, 2025, which is reduced by standby letters of credit, the Company had $782.8 million of borrowing capacity under the ABL Credit Facility. As of May 4, 2025 and February 2, 2025, the Company did not have any outstanding borrowings under the ABL Credit Facility, respectively.
v3.25.1
Leases
 3 Months Ended
May 04, 2025
Leases [Abstract]  
Leases Leases
The Company leases all of its fulfillment and customer service centers and corporate offices under non-cancelable operating lease agreements. The terms of the Company’s real estate leases generally range from 5 to 15 years and typically allow for the leases to be renewed for up to three additional five-year terms. Fulfillment and customer service center, veterinary clinic, and corporate office leases expire at various dates through 2038, excluding renewal options. The Company also leases certain equipment under operating and finance leases. The terms of equipment leases generally range from 3 to 5 years and do not contain renewal options. These leases expire at various dates through 2025.

The Company’s finance leases as of May 4, 2025 and February 2, 2025 were not material and were included in property and equipment, net, on the Company’s condensed consolidated balance sheets.

The table below presents the operating lease-related assets and liabilities recorded on the condensed consolidated balance sheets (in millions):

As of
LeasesBalance Sheet ClassificationMay 4, 2025February 2, 2025
Assets
OperatingOperating lease right-of-use assets$449.5 $450.4 
Total operating lease assets$449.5 $450.4 
Liabilities
Current
OperatingAccrued expenses and other current liabilities$35.1 $33.5 
Non-current
OperatingOperating lease liabilities500.2 502.4 
Total operating lease liabilities$535.3 $535.9 
For the thirteen weeks ended May 4, 2025, assets acquired in exchange for new operating lease liabilities were $7.6 million. Lease expense primarily relates to operating lease costs and were included within selling, general and administrative expenses in the condensed consolidated statements of operations. Lease expense for the thirteen weeks ended May 4, 2025 and April 28, 2024 was $27.2 million and $26.3 million, respectively.

Cash flows used in operating activities related to operating leases were approximately $27.0 million and $25.6 million for the thirteen weeks ended May 4, 2025 and April 28, 2024, respectively.
v3.25.1
Segment Information
 3 Months Ended
May 04, 2025
Segment Reporting [Abstract]  
Segment Information Segment Information
The Company operates in one operating segment and one reportable segment organized around the sale of pet products and services, as the Chief Operating Decision Maker (“CODM”) reviews financial information presented on a consolidated basis for purposes of making operating decisions, allocating resources, and evaluating financial performance. The CODM utilizes gross profit and net income as the measures of segment profit.

The following table presents information about the Company’s measures of segment profit and significant segment expenses regularly provided to the CODM (in millions):

13 Weeks Ended
May 4, 2025April 28, 2024
Net sales$3,116.0 $2,877.7 
Cost of goods sold2,192.2 2,023.7 
Gross profit923.8 854.0 
Fulfillment costs346.4 309.8 
Share-based compensation expense and related taxes78.0 69.5 
Depreciation and amortization30.0 28.0 
Other selling, general, and administrative expenses198.7 195.3 
Advertising and marketing expenses193.8 186.8 
Income tax provision15.5 11.5 
Interest and other income, net(1.0)(13.8)
Net income$62.4 $66.9 

The CODM does not regularly review asset information by reportable segment, and therefore the Company does not report asset information by reportable segment.
v3.25.1
Share-Based Compensation
 3 Months Ended
May 04, 2025
Share-Based Payment Arrangement [Abstract]  
Share-Based Compensation Share-Based Compensation
2024 Omnibus Incentive Plan

In July 2024, the Company’s stockholders approved the Chewy, Inc. 2024 Omnibus Incentive Plan (the “2024 Plan”) replacing the Chewy, Inc. 2022 Omnibus Incentive Plan (the “2022 Plan”). The 2024 Plan became effective on July 11, 2024 and the maximum number of shares of Class A common stock that may be covered by awards granted under the 2024 Plan may not exceed the aggregate total of (i) 80.0 million shares plus (ii) the number of shares remaining available for new awards under the 2022 Plan as of the effective date, up to 3.1 million shares. Following the effective date, any shares subject to an award under the 2022 Plan or the 2024 Plan that expires or are canceled, forfeited, or terminated without the issuance of the full number of shares to which the award related will again be available for issuance under the 2024 Plan. No awards may be granted under the 2024 Plan after July 2034. The 2024 Plan provides for grants of: (i) options, including incentive stock options and non-qualified stock options, (ii) restricted stock units, (iii) other share-based awards, including share appreciation rights, phantom stock, restricted shares, performance shares, deferred share units, and share-denominated performance units, (iv) cash awards, (v) substitute awards, and (vi) dividend equivalents (collectively, the “awards”). The awards may be granted to (i) the Company’s employees, consultants, and non-employee directors, (ii) employees of the Company’s affiliates and subsidiaries, and (iii) consultants of the Company’s affiliates.
Service-Based Awards

The Company granted restricted stock units with service-based vesting conditions (“RSUs”) which vested subject to the employee’s continued employment with the Company through the applicable vesting date. The Company recorded share-based compensation expense for RSUs on a straight-line basis over the requisite service period and accounted for forfeitures as they occur.

Service-Based Awards Activity

The following table summarizes the activity related to the Company’s RSUs for the thirteen weeks ended May 4, 2025 (in millions, except for weighted-average grant date fair value):
Number of RSUsWeighted-Average Grant Date Fair Value
Unvested and outstanding as of February 2, 202522.5 $22.65 
Granted11.0 $33.36 
Vested(2.1)$24.83 
Forfeited(1.2)$23.36 
Unvested and outstanding as of May 4, 202530.2 $26.37 

The following table summarizes the weighted average grant-date fair value of RSUs granted and total fair value of RSUs vested for the periods presented:
13 Weeks Ended
May 4, 2025April 28, 2024
Weighted average grant-date fair value of RSUs$33.36 $16.12 
Total fair value of vested RSUs (in millions)$77.4 $62.7 

As of May 4, 2025, total unrecognized compensation expense related to unvested RSUs was $737.1 million and is expected to be recognized over a weighted-average expected performance period of 3.0 years.

The fair value for RSUs is established based on the market price of the Company’s Class A common stock on the date of grant.

Service and Performance-Based Awards

The Company granted restricted stock units which vested upon satisfaction of both service-based vesting conditions and company performance-based vesting conditions (“PRSUs”), subject to the employee’s continued employment with the Company through the applicable vesting date. The Company recorded share-based compensation expense for PRSUs over the requisite service period and accounted for forfeitures as they occur.

Service and Performance-Based Awards Activity

The following table summarizes the activity related to the Company’s PRSUs for the thirteen weeks ended May 4, 2025 (in millions, except for weighted-average grant date fair value):
Number of PRSUsWeighted-Average Grant Date Fair Value
Unvested and outstanding as of February 2, 20252.0 $18.69 
Granted1.2 $26.35 
Unvested and outstanding as of May 4, 20253.2 $21.58 
The following table summarizes the weighted average grant-date fair value of PRSUs granted and total fair value of PRSUs vested for the periods presented:
13 Weeks Ended
May 4, 2025April 28, 2024
Weighted average grant-date fair value of PRSUs$26.35 $16.93 
Total fair value of vested PRSUs (in millions)$— $0.6 

As of May 4, 2025, total unrecognized compensation expense related to unvested PRSUs was $47.6 million and is expected to be recognized over a weighted-average expected performance period of 2.2 years.

The fair value for PRSUs with a Company performance-based vesting condition is established based on the market price of Class A common stock on the date of grant.

As of May 4, 2025, there were 71.3 million additional shares of Class A common stock reserved for future issuance under the 2024 Plan.

Share-Based Compensation Expense

Share-based compensation expense is included within selling, general and administrative expenses in the condensed consolidated statements of operations. The Company recognized share-based compensation expense as follows (in millions):
13 Weeks Ended
May 4, 2025April 28, 2024
RSUs$67.6 $64.1 
PRSUs6.9 1.3 
Total share-based compensation expense$74.5 $65.4 
v3.25.1
Income Taxes
 3 Months Ended
May 04, 2025
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
Chewy is subject to taxation in the U.S. and various state, local, and foreign jurisdictions. The Company recorded an income tax provision during the thirteen weeks ended May 4, 2025 and April 28, 2024 of $15.5 million and $11.5 million, respectively.

The Company periodically evaluates the realizability of its net deferred tax assets based on all available evidence. The realizability of the Company’s net deferred tax assets is dependent on its ability to generate sufficient future taxable income prior to the expiration of tax attributes to support the utilization of these assets. As of May 4, 2025 and February 2, 2025, the Company maintained a full valuation allowance of $21.8 million against its foreign net deferred tax assets and certain U.S. state deferred tax assets.

In connection with the Transactions, the Company assumed $1.9 billion in income taxes which were fully indemnified by affiliates of BC Partners, and had an income tax payable of $1.8 million as of February 2, 2025. During the thirteen weeks ended May 4, 2025, the Company received refunds of $1.6 million, net of payments made, for federal and state income taxes in connection with the Transactions. Following the reclassification of $3.4 million of refunds received to reflect a payable to affiliates of BC Partners, the Company had an immaterial income tax payable pursuant to the Transactions as of May 4, 2025. During the thirteen weeks ended April 28, 2024, the Company paid $96.1 million, net of refunds received, for federal and state income taxes in connection with the Transactions. For more information, see Note 12 - Certain Relationships and Related Party Transactions.

The Company paid $0.2 million and $1.3 million, net of refunds received, for federal, state, and foreign income taxes other than in connection with the Transactions during the thirteen weeks ended May 4, 2025 and April 28, 2024, respectively.

In the aggregate, the Company received refunds for income taxes, net of payments made, of $1.4 million during the thirteen weeks ended May 4, 2025, and paid income taxes, net of refunds received, of $97.4 million during the thirteen weeks ended April 28, 2024.
v3.25.1
Earnings per Share
 3 Months Ended
May 04, 2025
Earnings Per Share [Abstract]  
Earnings per Share Earnings per Share
Basic and diluted earnings per share attributable to the Company’s common stockholders are presented using the two-class method required for participating securities. Under the two-class method, net income attributable to the Company’s common stockholders is determined by allocating undistributed earnings between common stock and participating securities. Undistributed earnings for the periods presented are calculated as net income less distributed earnings. Undistributed earnings are allocated proportionally to the Company’s common Class A and Class B stockholders as both classes are entitled to share equally, on a per share basis, in dividends and other distributions. Basic and diluted earnings per share are calculated by dividing net income attributable to the Company’s common stockholders by the weighted-average shares outstanding during the period.

The following table sets forth basic and diluted earnings per share attributable to the Company’s common stockholders for the periods presented (in millions, except per share data):

13 Weeks Ended
May 4, 2025April 28, 2024
Basic and diluted earnings per share
Numerator
Earnings attributable to common Class A and Class B stockholders$62.4 $66.9 
Denominator
Weighted-average common shares used in computing earnings per share:
Basic413.7434.9
Effect of dilutive share-based awards11.61.5
Diluted425.3436.4
Anti-dilutive share-based awards excluded from diluted common shares2.912.0
Earnings per share attributable to common Class A and Class B stockholders:
Basic$0.15 $0.15 
Diluted$0.15 $0.15 
v3.25.1
Certain Relationships and Related Party Transactions
 3 Months Ended
May 04, 2025
Related Party Transactions [Abstract]  
Certain Relationships and Related Party Transactions Certain Relationships and Related Party Transactions
As of May 4, 2025 and February 2, 2025, the Company had a payable to affiliates of BC Partners of $10.3 million and $6.9 million, respectively, with respect to refunds received pursuant to tax payments made in connection with the Transactions, which was included in accrued expenses and other current liabilities on the Company’s condensed consolidated balance sheets. For more information, see Note 10 - Income Taxes.

As of May 4, 2025 and February 2, 2025, the Company had a receivable from affiliates of BC Partners of $22.2 million and $21.7 million, respectively, with respect to the indemnification for certain tax liabilities in connection with the Transactions, which was included in other non-current assets on the Company’s condensed consolidated balance sheets. For more information, see Note 10 - Income Taxes.
v3.25.1
Pay vs Performance Disclosure - USD ($)
$ in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
Pay vs Performance Disclosure    
Net income (loss) $ 62.4 $ 66.9
v3.25.1
Insider Trading Arrangements
 3 Months Ended
May 04, 2025
shares
Trading Arrangements, by Individual  
Non-Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Terminated false
Satish Mehta [Member]  
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement
On April 9, 2025, Satish Mehta, the Company’s Chief Technology Officer, terminated the “Rule 10b5-1 trading arrangement” as defined in Item 408 of Regulation S-K that he had previously adopted on October 6, 2024. On April 9, 2025, Satish Mehta adopted a “Rule 10b5-1 trading arrangement” as defined in Item 408 of Regulation S-K. The trading arrangement is intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act and is scheduled to expire on December 31, 2025, subject to earlier termination in accordance with its terms. The aggregate number of shares of Class A common stock authorized to be sold pursuant to the trading arrangement is 144,469 shares.
Name Satish Mehta
Title Chief Technology Officer
Rule 10b5-1 Arrangement Adopted true
Adoption Date April 9, 2025
Rule 10b5-1 Arrangement Terminated true
Termination Date April 9, 2025
Expiration Date December 31, 2025
Arrangement Duration 266 days
Aggregate Available 144,469
v3.25.1
Basis of Presentation and Significant Accounting Policies (Policies)
 3 Months Ended
May 04, 2025
Accounting Policies [Abstract]  
Basis of Presentation
Basis of Presentation

The Company’s accompanying unaudited condensed consolidated financial statements and related notes include the accounts of Chewy, Inc. and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated. The unaudited condensed consolidated financial statements and notes thereto of Chewy, Inc. have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial reporting and, therefore, omit or condense certain footnotes and other information normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) as set forth in the Financial Accounting Standards Board’s (“FASB”) accounting standards codification (“ASC”). In the opinion of management, all adjustments necessary for a fair statement of the financial information, which are of a normal and recurring nature, have been made for the interim periods reported. Results of operations for the quarterly period ended May 4, 2025 are not necessarily indicative of the results for the entire fiscal year. The unaudited condensed consolidated financial statements and notes thereto included in this Quarterly Report on Form 10-Q for the quarterly period ended May 4, 2025 should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended February 2, 2025 (“10-K Report”).
Fiscal Year
Fiscal Year

The Company has a 52- or 53-week fiscal year ending each year on the Sunday that is closest to January 31 of that year. The Company’s 2025 fiscal year ends on February 1, 2026 and is a 52-week year. The Company’s 2024 fiscal year ended February 2, 2025 and was a 53-week year.
Use of Estimates
Use of Estimates

GAAP requires management to make certain estimates, judgments, and assumptions that affect reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis, management evaluates these estimates and judgments. Actual results could differ from those estimates.

Key estimates relate primarily to determining the net realizable value and demand for inventory, useful lives associated with property and equipment and intangible assets, valuation allowances with respect to deferred tax assets, contingencies, self-insurance accruals, evaluation of sales tax positions, and the valuation and assumptions underlying share-based compensation. On an ongoing basis, management evaluates its estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of assets and liabilities.
Interest Income (Expense), net The Company generates interest income from its cash and cash equivalents and marketable securities and incurs interest expense in relation to its borrowing facilities, finance leases, and uncertain tax positions.
Other Income (Expense), net The Company’s other income (expense), net consists of: (i) changes in the fair value of equity warrants, investments, and tax indemnification receivables, (ii) foreign currency transaction gains and losses, and (iii) allowances for credit losses.
Recent Accounting Pronouncements
Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures. In November 2023, the FASB issued this ASU to update reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance. This update became effective with the Company’s Fiscal Year 2024 annual reporting period and with the Company’s Fiscal Year 2025 interim reporting periods. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements and resulted in additional segment disclosures within Note 8 – Segment Information.

Recently Issued Accounting Pronouncements

ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. In December 2023, the FASB issued this ASU to update income tax disclosure requirements, primarily related to the income tax rate reconciliation and income taxes paid information. This update is effective beginning with the Company’s 2025 fiscal year annual reporting period, with early adoption permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements.

ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses. In November 2024, the FASB issued this ASU to improve disclosures regarding the types of expenses included in commonly presented expense captions. This update is effective beginning with the Company’s 2027 fiscal year annual reporting period, with early adoption permitted. The Company is currently evaluating the impact that the adoption of this standard will have on its consolidated financial statements.
Financial Instruments Financial Instruments
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. To increase the comparability of fair value measures, the following hierarchy prioritizes the inputs to valuation methodologies used to measure fair value:
Level 1-Valuations based on quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2-Valuations based on inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3-Valuations based on unobservable inputs reflecting the Company’s assumptions, consistent with reasonably available assumptions made by other market participants. These valuations require significant judgment.

Cash equivalents are carried at cost, which approximates fair value and are classified within Level 1 of the fair value hierarchy because they are valued using quoted market prices.

Marketable securities are included in prepaid expenses and other current assets on the Company’s condensed consolidated balance sheets, are carried at fair value, and are classified within Level 1 because they are valued using quoted market prices. Specific to marketable fixed income securities, the Company did not record any gross unrealized gains and losses as fair value approximates amortized cost. The Company did not record any credit losses during the thirteen weeks ended May 4, 2025. Further, as of May 4, 2025, the Company did not record an allowance for credit losses related to its fixed income securities.

Vested equity warrants and equity investments in public companies that have readily determinable fair values are carried at fair value and are classified as marketable securities within Level 1 because they are valued using quoted market prices.

Unvested equity warrants are classified within Level 3 of the fair value hierarchy as they are valued based on observable and unobservable inputs reflecting the Company’s assumptions, consistent with reasonably available assumptions made by other market participants. The Company utilized certain valuation techniques, such as the Black-Scholes option-pricing model and the Monte Carlo simulation model, to determine the fair value of unvested equity warrants. The application of these models requires the use of a number of complex assumptions based on unobservable inputs, including the expected term, expected equity volatility, discounts for lack of marketability, cash flow projections, and probability with respect to vesting requirements. Equity warrants are transferred from Level 3 to Level 1 of the fair value hierarchy upon vesting as they are no longer valued based on unobservable inputs.
v3.25.1
Basis of Presentation and Significant Accounting Policies (Tables)
 3 Months Ended
May 04, 2025
Accounting Policies [Abstract]  
Schedule of Accrued Expenses and Other Current Liabilities
The following table presents the components of accrued expenses and other current liabilities (in millions):

As of
May 4, 2025February 2, 2025
Outbound fulfillment$481.5 $512.1 
Advertising and marketing129.4 146.3 
Payroll liabilities60.8 89.9 
Accrued expenses and other291.5 282.5 
Total accrued expenses and other current liabilities$963.2 $1,030.8 
Schedule of Interest Income and Expense The following table provides additional information about the Company’s interest income (expense), net (in millions):
13 Weeks Ended
May 4, 2025April 28, 2024
Interest income$4.5 $15.8 
Interest expense(1.3)(1.3)
Interest income, net
$3.2 $14.5 
Schedule of Other Nonoperating Income (Expense) The following table provides additional information about the Company’s other (expense) income, net (in millions):
13 Weeks Ended
May 4, 2025April 28, 2024
Change in fair value of equity warrants$(2.6)$(0.7)
Foreign currency transaction losses(0.1)(0.5)
Change in fair value of tax indemnification receivables0.50.5 
Other expense, net$(2.2)$(0.7)
v3.25.1
Financial Instruments (Tables)
 3 Months Ended
May 04, 2025
Fair Value Disclosures [Abstract]  
Schedule of Cash and Cash Equivalents
The following table includes a summary of financial instruments measured at fair value as of May 4, 2025 (in millions):

Level 1Level 2Level 3
Cash$616.4 $— $— 
Cash and cash equivalents616.4 — — 
Equity investments1.0 — — 
Marketable securities1.0 — — 
Total financial instruments$617.4 $— $— 

The following table includes a summary of financial instruments measured at fair value as of February 2, 2025 (in millions):

Level 1Level 2Level 3
Cash$595.8 $— $— 
Cash and cash equivalents595.8 — — 
Equity investments0.9 — — 
Marketable securities0.9 — — 
Unvested equity warrants
——4.9 
Total financial instruments$596.7 $— $4.9 
Schedule of Changes in Fair Value for Financial Instruments Using Unobservable Level 3 Inputs
The following table summarizes the change in fair value for financial instruments using unobservable Level 3 inputs (in millions):

13 Weeks Ended
May 4, 2025April 28, 2024
Beginning balance$4.9 $2.2 
Equity warrants terminated
(4.9)— 
Change in fair value of unvested equity warrants— 2.9 
Equity warrants vested— (3.2)
Ending balance$— $1.9 
v3.25.1
Property and Equipment, net (Tables)
 3 Months Ended
May 04, 2025
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment, net
The following is a summary of property and equipment, net (in millions):

As of
May 4, 2025February 2, 2025
Furniture, fixtures and equipment$241.0 $208.3 
Computer equipment81.4 78.0 
Internal-use software243.0 230.0 
Leasehold improvements386.5 327.9 
Construction in progress50.4 130.1 
1,002.3 974.3 
Less: accumulated depreciation and amortization441.7 412.1 
Property and equipment, net$560.6 $562.2 
v3.25.1
Leases (Tables)
 3 Months Ended
May 04, 2025
Leases [Abstract]  
Schedule of Operating Lease-related Assets and Liabilities
The table below presents the operating lease-related assets and liabilities recorded on the condensed consolidated balance sheets (in millions):

As of
LeasesBalance Sheet ClassificationMay 4, 2025February 2, 2025
Assets
OperatingOperating lease right-of-use assets$449.5 $450.4 
Total operating lease assets$449.5 $450.4 
Liabilities
Current
OperatingAccrued expenses and other current liabilities$35.1 $33.5 
Non-current
OperatingOperating lease liabilities500.2 502.4 
Total operating lease liabilities$535.3 $535.9 
v3.25.1
Segment Information (Tables)
 3 Months Ended
May 04, 2025
Segment Reporting [Abstract]  
Schedule of Segment Reporting
The following table presents information about the Company’s measures of segment profit and significant segment expenses regularly provided to the CODM (in millions):

13 Weeks Ended
May 4, 2025April 28, 2024
Net sales$3,116.0 $2,877.7 
Cost of goods sold2,192.2 2,023.7 
Gross profit923.8 854.0 
Fulfillment costs346.4 309.8 
Share-based compensation expense and related taxes78.0 69.5 
Depreciation and amortization30.0 28.0 
Other selling, general, and administrative expenses198.7 195.3 
Advertising and marketing expenses193.8 186.8 
Income tax provision15.5 11.5 
Interest and other income, net(1.0)(13.8)
Net income$62.4 $66.9 
v3.25.1
Share-Based Compensation (Tables)
 3 Months Ended
May 04, 2025
Share-Based Payment Arrangement [Abstract]  
Schedule of Service and Performance Based-Awards Activity
The following table summarizes the activity related to the Company’s RSUs for the thirteen weeks ended May 4, 2025 (in millions, except for weighted-average grant date fair value):
Number of RSUsWeighted-Average Grant Date Fair Value
Unvested and outstanding as of February 2, 202522.5 $22.65 
Granted11.0 $33.36 
Vested(2.1)$24.83 
Forfeited(1.2)$23.36 
Unvested and outstanding as of May 4, 202530.2 $26.37 
The following table summarizes the activity related to the Company’s PRSUs for the thirteen weeks ended May 4, 2025 (in millions, except for weighted-average grant date fair value):
Number of PRSUsWeighted-Average Grant Date Fair Value
Unvested and outstanding as of February 2, 20252.0 $18.69 
Granted1.2 $26.35 
Unvested and outstanding as of May 4, 20253.2 $21.58 
Schedule of Weighted Average Grant-Date Fair Value and Total Fair Value of Service and Performance Based-Awards Activity
The following table summarizes the weighted average grant-date fair value of RSUs granted and total fair value of RSUs vested for the periods presented:
13 Weeks Ended
May 4, 2025April 28, 2024
Weighted average grant-date fair value of RSUs$33.36 $16.12 
Total fair value of vested RSUs (in millions)$77.4 $62.7 
The following table summarizes the weighted average grant-date fair value of PRSUs granted and total fair value of PRSUs vested for the periods presented:
13 Weeks Ended
May 4, 2025April 28, 2024
Weighted average grant-date fair value of PRSUs$26.35 $16.93 
Total fair value of vested PRSUs (in millions)$— $0.6 
Schedule of Share-based Compensation Expense The Company recognized share-based compensation expense as follows (in millions):
13 Weeks Ended
May 4, 2025April 28, 2024
RSUs$67.6 $64.1 
PRSUs6.9 1.3 
Total share-based compensation expense$74.5 $65.4 
v3.25.1
Earnings per Share (Tables)
 3 Months Ended
May 04, 2025
Earnings Per Share [Abstract]  
Schedule of Basic and Diluted Net (Loss) Income Per Share
The following table sets forth basic and diluted earnings per share attributable to the Company’s common stockholders for the periods presented (in millions, except per share data):

13 Weeks Ended
May 4, 2025April 28, 2024
Basic and diluted earnings per share
Numerator
Earnings attributable to common Class A and Class B stockholders$62.4 $66.9 
Denominator
Weighted-average common shares used in computing earnings per share:
Basic413.7434.9
Effect of dilutive share-based awards11.61.5
Diluted425.3436.4
Anti-dilutive share-based awards excluded from diluted common shares2.912.0
Earnings per share attributable to common Class A and Class B stockholders:
Basic$0.15 $0.15 
Diluted$0.15 $0.15 
v3.25.1
Description of Business (Details)
$ in Billions
Oct. 30, 2023
USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Related party transaction, amounts of transaction $ 1.9
v3.25.1
Basis of Presentation and Significant Accounting Policies - Schedule of Accrued Liabilities (Details) - USD ($)
$ in Millions
May 04, 2025
Feb. 02, 2025
Accounting Policies [Abstract]    
Outbound fulfillment $ 481.5 $ 512.1
Advertising and marketing 129.4 146.3
Payroll liabilities 60.8 89.9
Accrued expenses and other 291.5 282.5
Total accrued expenses and other current liabilities $ 963.2 $ 1,030.8
v3.25.1
Basis of Presentation and Significant Accounting Policies - Narrative (Details) - USD ($)
 3 Months Ended
May 04, 2025
Apr. 28, 2024
Feb. 02, 2025
May 24, 2024
Share Repurchase Program [Line Items]        
Stock repurchase program, authorized amount       $ 500,000,000
Repurchases of common stock $ 23,200,000      
Stock repurchase remaining authorized value 383,500,000      
Share repurchase program, payable 5,700,000   $ 5,600,000  
Share repurchase program, excise tax, payable     $ 5,100,000  
Cash paid for interest $ 600,000 $ 600,000    
Repurchase Program        
Share Repurchase Program [Line Items]        
Stock repurchased and retired during period (in shares) 664,533      
Repurchases of common stock $ 23,200,000      
Common Class A        
Share Repurchase Program [Line Items]        
Common stock, par value (in dollars per share) $ 0.01   $ 0.01 $ 0.01
Common Class B        
Share Repurchase Program [Line Items]        
Common stock, par value (in dollars per share) $ 0.01   $ 0.01 $ 0.01
v3.25.1
Basis of Presentation and Significant Accounting Policies - Schedule of Interest Income and Expense (Details) - USD ($)
$ in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
Accounting Policies [Abstract]    
Interest income $ 4.5 $ 15.8
Interest expense (1.3) (1.3)
Interest income, net $ 3.2 $ 14.5
v3.25.1
Basis of Presentation and Significant Accounting Policies - Schedule of Other Nonoperating Income (Expense) (Details) - USD ($)
$ in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
Accounting Policies [Abstract]    
Change in fair value of equity warrants $ (2.6) $ (0.7)
Foreign currency transaction losses (0.1) (0.5)
Change in fair value of tax indemnification receivables 0.5 0.5
Other expense, net $ (2.2) $ (0.7)
v3.25.1
Financial Instruments - Narrative (Details)
 3 Months Ended
May 04, 2025
USD ($)
Feb. 02, 2025
USD ($)
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]    
Accumulated gross unrealized gain (loss) $ 0  
Allowance for credit loss, period increase (decrease) 0  
Allowance for credit loss $ 0  
Deferred credits   $ 4,500,000
Weighted Average | Level 3 | Fair Value, Recurring | Probability of Vesting    
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]    
Equity warrants, measurement input 0  
Weighted Average | Level 3 | Fair Value, Recurring | Equity Volatility    
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]    
Equity warrants, measurement input 0.56  
v3.25.1
Financial Instruments - Schedule of Cash and Cash Equivalents (Details) - USD ($)
$ in Millions
May 04, 2025
Feb. 02, 2025
Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash and cash equivalents $ 616.4 $ 595.8
Equity investments 1.0 0.9
Marketable securities 1.0 0.9
Unvested equity warrants   0.0
Total financial instruments 617.4 596.7
Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash and cash equivalents 0.0 0.0
Equity investments 0.0 0.0
Marketable securities 0.0 0.0
Unvested equity warrants   0.0
Total financial instruments 0.0 0.0
Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash and cash equivalents 0.0 0.0
Equity investments 0.0 0.0
Marketable securities 0.0 0.0
Unvested equity warrants   4.9
Total financial instruments 0.0 4.9
Cash | Level 1    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash and cash equivalents 616.4 595.8
Cash | Level 2    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash and cash equivalents 0.0 0.0
Cash | Level 3    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Cash and cash equivalents $ 0.0 $ 0.0
v3.25.1
Financial Instruments - Schedule of Changes in Fair Value of Financial Instruments Using Unobservable Level 3 Inputs (Details) - USD ($)
$ in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]    
Beginning balance $ 4.9 $ 2.2
Equity warrants terminated (4.9) 0.0
Change in fair value of unvested equity warrants 0.0 2.9
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Transfers out of Level 3 0.0 3.2
Ending balance $ 0.0 $ 1.9
v3.25.1
Property and Equipment, net - Schedule of Property and Equipment, Net (Details) - USD ($)
$ in Millions
May 04, 2025
Feb. 02, 2025
Property, Plant and Equipment [Line Items]    
Property and equipment, gross $ 1,002.3 $ 974.3
Less: accumulated depreciation and amortization 441.7 412.1
Property and equipment, net 560.6 562.2
Furniture, fixtures and equipment    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 241.0 208.3
Computer equipment    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 81.4 78.0
Internal-use software    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 243.0 230.0
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross 386.5 327.9
Construction in progress    
Property, Plant and Equipment [Line Items]    
Property and equipment, gross $ 50.4 $ 130.1
v3.25.1
Property and Equipment, net - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
Feb. 02, 2025
Property, Plant and Equipment [Line Items]      
Depreciation expense $ 19.7 $ 18.1  
Internal-use software      
Property, Plant and Equipment [Line Items]      
Accumulated amortization 135.2   $ 125.1
Amortization expense $ 10.1 $ 8.9  
v3.25.1
Debt (Details) - Revolving Credit Facility - Line of Credit - USD ($)
 3 Months Ended
May 04, 2025
Feb. 02, 2025
Line of Credit Facility [Line Items]    
Aggregate principal balance $ 800,000,000  
Additional aggregate principal increase limit (up to) $ 250,000,000  
Commitment fee, percentage 0.25%  
Current borrowing capacity $ 782,800,000  
Outstanding borrowings $ 0 $ 0
Minimum | Base Rate    
Line of Credit Facility [Line Items]    
Debt Instrument, Basis Spread on Variable Rate 0.25%  
Minimum | SOFR    
Line of Credit Facility [Line Items]    
Debt Instrument, Basis Spread on Variable Rate 1.25%  
Median | Base Rate    
Line of Credit Facility [Line Items]    
Debt Instrument, Basis Spread on Variable Rate 0.50%  
Median | SOFR    
Line of Credit Facility [Line Items]    
Debt Instrument, Basis Spread on Variable Rate 1.50%  
Maximum | Base Rate    
Line of Credit Facility [Line Items]    
Debt Instrument, Basis Spread on Variable Rate 0.75%  
Maximum | SOFR    
Line of Credit Facility [Line Items]    
Debt Instrument, Basis Spread on Variable Rate 1.75%  
v3.25.1
Leases - Narrative (Details)
$ in Millions
 3 Months Ended
May 04, 2025
USD ($)
renewalOption
Apr. 28, 2024
USD ($)
Lessee, Lease, Description [Line Items]    
Assets acquired in exchange for new operating lease liabilities $ 7.6  
Lease expense 27.2 $ 26.3
Operating lease payments $ 27.0 $ 25.6
Real Estate    
Lessee, Lease, Description [Line Items]    
Number of renewal options | renewalOption 3  
Renewal term 5 years  
Real Estate | Minimum    
Lessee, Lease, Description [Line Items]    
Lease term 5 years  
Real Estate | Maximum    
Lessee, Lease, Description [Line Items]    
Lease term 15 years  
Equipment | Minimum    
Lessee, Lease, Description [Line Items]    
Lease term 3 years  
Equipment | Maximum    
Lessee, Lease, Description [Line Items]    
Lease term 5 years  
v3.25.1
Leases - Schedule of Lease Assets and Liabilities (Details) - USD ($)
$ in Millions
May 04, 2025
Feb. 02, 2025
Assets    
Operating $ 449.5 $ 450.4
Current    
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] Accrued expenses and other current liabilities Accrued expenses and other current liabilities
Operating $ 35.1 $ 33.5
Non-current    
Operating 500.2 502.4
Total operating lease liabilities $ 535.3 $ 535.9
v3.25.1
Segment Information - Narrative (Details)
 3 Months Ended
May 04, 2025
segment
Segment Reporting [Abstract]  
Number of operating segments 1
Number of reportable segments 1
v3.25.1
Segment Reporting - Schedule of Segment Reporting (Details) - USD ($)
$ in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
Segment Reporting, Asset Reconciling Item [Line Items]    
Net sales $ 3,116.0 $ 2,877.7
Cost of goods sold 2,192.2 2,023.7
Gross profit 923.8 854.0
Depreciation and amortization 30.0 28.0
Advertising and marketing 193.8 186.8
Income tax provision 15.5 11.5
Interest and other income, net 1.0 13.8
Net income 62.4 66.9
Reportable Segment    
Segment Reporting, Asset Reconciling Item [Line Items]    
Net sales 3,116.0 2,877.7
Cost of goods sold 2,192.2 2,023.7
Gross profit 923.8 854.0
Fulfillment costs 346.4 309.8
Share-based compensation expense and related taxes 78.0 69.5
Depreciation and amortization 30.0 28.0
Other selling, general, and administrative expenses 198.7 195.3
Advertising and marketing 193.8 186.8
Income tax provision 15.5 11.5
Interest and other income, net (1.0) (13.8)
Net income $ 62.4 $ 66.9
v3.25.1
Share-Based Compensation - Narrative (Details) - USD ($)
shares in Millions, $ in Millions
 3 Months Ended
May 04, 2025
Jul. 11, 2024
RSUs    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Cost not yet recognized $ 737.1  
Weighted average performance period 3 years  
Vested (in shares) 2.1  
PRSUs    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Cost not yet recognized $ 47.6  
Weighted average performance period 2 years 2 months 12 days  
Common Class A    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Common stock reserved for future issuance (in shares) 71.3  
2024 Omnibus Incentive Plan | Common Stock    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Shares allowed for issuance (in shares)   3.1
2024 Omnibus Incentive Plan | Common Class A | Common Stock    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Shares allowed for issuance (in shares)   80.0
v3.25.1
Share-Based Compensation - Schedule of Service and Performance Based-Awards Activity (Details) - $ / shares
shares in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
RSUs    
Number of Shares    
Balance at beginning of period (in shares) 22.5  
Granted (in shares) 11.0  
Vested (in shares) (2.1)  
Forfeited (in shares) (1.2)  
Balance at end of period (in shares) 30.2  
Weighted-Average Grant Date Fair Value    
Balance at beginning of period (in dollars per share) $ 22.65  
Granted (in dollars per share) 33.36 $ 16.12
Vested (in dollars per share) 24.83  
Forfeited (in dollars per share) 23.36  
Balance at end of period (in dollars per share) $ 26.37  
PRSUs    
Number of Shares    
Balance at beginning of period (in shares) 2.0  
Granted (in shares) 1.2  
Balance at end of period (in shares) 3.2  
Weighted-Average Grant Date Fair Value    
Balance at beginning of period (in dollars per share) $ 18.69  
Granted (in dollars per share) 26.35 $ 16.93
Balance at end of period (in dollars per share) $ 21.58  
v3.25.1
Share-Based Compensation - Schedule of Weighted Average Grant-Date Fair Value and Total Fair Value of Service and Performance Based-Awards Activity (Details) - USD ($)
$ / shares in Units, $ in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
RSUs    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Weighted average grant-date fair value (in dollars per share) $ 33.36 $ 16.12
Total fair value of vested $ 77.4 $ 62.7
PRSUs    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Weighted average grant-date fair value (in dollars per share) $ 26.35 $ 16.93
Total fair value of vested $ 0.0 $ 0.6
v3.25.1
Share-Based Compensation - Schedule of Share-based Compensation Expense (Details) - USD ($)
$ in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Total share-based compensation expense $ 74.5 $ 65.4
RSUs    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Total share-based compensation expense 67.6 64.1
PRSUs    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Total share-based compensation expense $ 6.9 $ 1.3
v3.25.1
Income Taxes (Details) - USD ($)
$ in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
Feb. 02, 2025
Valuation Allowance [Line Items]      
Current income tax provision (benefit) $ 15.5 $ 11.5  
Valuation allowance 21.8   $ 21.8
Income tax liabilities, indemnified 1,900.0    
Proceeds from income tax refunds 1.4 97.4  
Related Party      
Valuation Allowance [Line Items]      
Accrued income taxes 0.0   $ 1.8
Proceeds from income tax refunds 1.6    
Income tax liabilities, reclassified 3.4    
Income taxes paid   96.1  
Nonrelated Party      
Valuation Allowance [Line Items]      
Income taxes paid $ 0.2 $ 1.3  
v3.25.1
Earnings per Share (Details) - USD ($)
$ / shares in Units, shares in Millions, $ in Millions
 3 Months Ended
May 04, 2025
Apr. 28, 2024
Numerator    
Earnings attributable to common Class A and Class B stockholders $ 62.4 $ 66.9
Weighted-average common shares used in computing earnings per share:    
Basic (in shares) 413.7 434.9
Effect of dilutive stock-based awards (in shares) 11.6 1.5
Diluted (in shares) 425.3 436.4
Anti-dilutive stock-based awards excluded from diluted common shares (in shares) 2.9 12.0
Earnings per share attributable to common Class A and Class B stockholders:    
Basic (in dollars per share) $ 0.15 $ 0.15
Diluted (in dollars per share) $ 0.15 $ 0.15
v3.25.1
Certain Relationships and Related Party Transactions (Details) - BC Partners - Related Party - USD ($)
$ in Millions
May 04, 2025
Feb. 02, 2025
Related Party Transaction [Line Items]    
Accounts payable, other, current $ 10.3 $ 6.9
Other receivables, noncurrent $ 22.2 $ 21.7