UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G/A

 

 

Under the Securities Exchange Act of 1934

(Amendment No. 2-exit filing)*

 

 

Chewy, inc.

(Name of Issuer)

 
Class A Common Stock, $0.01 par value per share

(Title of Class of Securities)

 
16679L109

(CUSIP Number)

 
December 31, 2019

(Date of Event Which Requires Filing of this Statement)

 

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule 13G is filed:

 

[   ]  Rule 13d-1(b)

[X]  Rule 13d-1(c)

[   ]  Rule 13d-1(d)

 

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 
 

 

 

CUSIP No.  16679L109
(1) Names of Reporting Persons
  Melvin Capital Management LP 
(2) Check the Appropriate Box if a Member of a Group (a) [    ] 
  (b) [    ] 
(3) SEC Use Only
(4) Citizenship or Place of Organization
  Delaware
Number of Shares Beneficially Owned By Each Reporting Person With
  (5) Sole Voting Power: 0    
  (6) Shared Voting Power: 225,000*  
  (7) Sole Dispositive Power: 0    
  (8) Shared Dispositive Power: 225,000*  
       
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
  225,000* 
(10) Check if the Aggregate Amount  in Row (9) Excludes Certain Shares (See Instructions):
  [    ] 
(11) Percent of Class Represented by Amount in Row (9)
  0.4%* 
(12) Type of Reporting Person
  IA 
 
           

* See Item 4 for additional information.

 

 

 
 

 

 

 

CUSIP No.  16679L109
(1) Names of Reporting Persons
  Melvin Capital Master Fund Ltd
(2) Check the Appropriate Box if a Member of a Group (a) [    ] 
  (b) [    ] 
(3) SEC Use Only
(4) Citizenship or Place of Organization
  Cayman Islands 
Number of Shares Beneficially Owned By Each Reporting Person With
  (5) Sole Voting Power: 0    
  (6) Shared Voting Power: 153,574*  
  (7) Sole Dispositive Power: 0    
  (8) Shared Dispositive Power: 153,574*  
       
(9) Aggregate Amount Beneficially Owned by Each Reporting Person
  153,574*
(10) Check if the Aggregate Amount  in Row (9) Excludes Certain Shares (See Instructions):
  [    ] 
(11) Percent of Class Represented by Amount in Row (9)
  0.3%* 
(12) Type of Reporting Person
  CO 
 
           

* See Item 4 for additional information.

 

 

 

 
 

 

Item 1(a).  Name Of Issuer:  
   Chewy, Inc. (the “Issuer”)
Item 1(b).  Address of Issuer’s Principal Executive Offices:
 

1855 Griffin Road, Suite B-428

Dania Beach, Florida 33004 

 
Item 2(a).  Name of Person Filing:
  This report on Schedule 13G is being jointly filed by (i) Melvin Capital Management LP, a Delaware limited partnership (the “Firm”) and (ii) Melvin Capital Master Fund Ltd, a Cayman Islands exempted company (“Melvin Master”, and, together with the Firm, the “Reporting Persons”).
Item 2(b).  Address of Principal Business Office or, if None, Residence:
  The address for the Reporting Persons is: 535 Madison Avenue, 22nd Floor, New York, NY 10022. 
Item 2(c).  Citizenship:
  The Firm is organized under the laws of the State of Delaware. Melvin Master is organized under the laws of the Cayman Islands.
Item 2(d).  Title of Class of Securities:
  Class A Common Stock, $0.01 par value per share (the “Common Stock”).
Item 2(e).  CUSIP No.:
  16679L109
Item 3.  If This Statement Is Filed Pursuant to Section 240.13d-1(b) or 240.13d-2(b) or (c), check whether the Person Filing is a:
  Not Applicable.

 

 

 
 

 

 

Item 4.  Ownership:  
  As reported in the cover pages to this report, the ownership information with respect to the Firm is as follows:  
     
  (a)         Amount Beneficially Owned: 225,000*  
  (b)         Percent of Class: 0.4%*  
  (c)         Number of Shares as to which such person has:    
  (i)           Sole power to vote or to direct the vote: 0    
  (ii)         Shared power to vote or to direct the vote: 225,000*  
  (iii)       Sole power to dispose or to direct the disposition of: 0    
  (iv)       Shared power to dispose or to direct the disposition of: 225,000*  
       
  As reported in the cover pages to this report, the ownership information with respect to Melvin Master is as follows:  
     
  (a)         Amount Beneficially Owned: 153,574*  
  (b)         Percent of Class: 0.3%*  
  (c)         Number of Shares as to which such person has:    
  (i)           Sole power to vote or to direct the vote: 0    
  (ii)         Shared power to vote or to direct the vote: 153,574*  
  (iii)       Sole power to dispose or to direct the disposition of: 0    
  (iv)       Shared power to dispose or to direct the disposition of: 153,574*  

 

* The Firm is the investment manager to Melvin Master, Melvin Capital Onshore LP, a Delaware limited partnership (“Melvin Onshore”), and one or more managed accounts (the “Managed Accounts”). As such, as of December 31, 2019, the Firm may be deemed to beneficially own an aggregate of 225,000 shares of Common Stock of the Issuer, consisting of (i) 153,574 shares of Common Stock held by Melvin Master, (ii) 25,713 shares of Common Stock held by Melvin Onshore and (iii) 45,713 shares of Common Stock held by the Managed Accounts. Gabriel Plotkin is the managing member of the general partner of the Firm and exercises investment discretion with respect to these securities. Ownership percentages are based on 53,475,000 shares of Common Stock reported as issued and outstanding in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on December 9, 2019.

 

 

 
 

 

 

Item 5.  Ownership of Five Percent or Less of a Class
  If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following:  [X]
Item 6.  Ownership of More Than Five Percent on Behalf of Another Person
   Not Applicable.
Item 7.  Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person
   Not Applicable.
Item 8.  Identification and Classification of Members of the Group
   Not Applicable.
Item 9.  Notice of Dissolution of Group
   Not Applicable.
Item 10.  Certification
  By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 
 

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

  February 14, 2020  
     
  MELVIN CAPITAL MANAGEMENT LP  
     
     
  By: /s/ Evan Cohen  
  Name: Evan Cohen  
  Title: Chief Compliance Officer  

  

     
     
 

MELVIN CAPITAL MASTER FUND LTD

By: Melvin Capital Management LP, its Investment Manager

  
     
     
  By: /s/ Evan Cohen  
  Name: Evan Cohen  
  Title: Chief Compliance Officer  

 

 

 

Attention: Intentional misstatements or omissions of fact constitute

Federal criminal violations (See 18 U.S.C. 1001)

 

 

 

 
 

Exhibit Index

 

Exhibit

 

1.        Joint Filing Agreement dated as of July 31, 2019, by and between Melvin Capital Management LP and Melvin Capital Master Fund Ltd. (incorporated by reference to Exhibit 1 to the Schedule 13G filed with the Securities and Exchange Commission on July 31, 2019).

 

 

 

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