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Washington, DC 20549






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Preliminary Proxy Statement


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Definitive Proxy Statement


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Petco Health and Wellness Company, Inc.

(Name of Registrant as Specified In Its Charter)

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Your Vote Counts! PETCO HEALTH AND WELLNESS COMPANY, INC. 2023 Annual Meeting To Be Held on June 22, 2023 Vote by June 21, 2023 11:59 PM ET [Graphic Appears Here] V17139-P91144 You invested in PETCO HEALTH AND WELLNESS COMPANY, INC. and it’s time to vote! You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the Annual Meeting of Stockholders to be held on June 22, 2023. Get informed before you vote View the Notice and 2023 Proxy Statement and 2022 Annual Report online OR you can receive a free paper or email copy of the proxy materials by requesting prior to June 8, 2023. If you would like to request a copy of the proxy materials for this and/or future stockholder meetings, you may (1) visit, (2) call 1-800-579-1639 or (3) send an email to If sending an email, please include your control number (indicated below) in the subject line. There is no charge to you for requesting a copy. Unless requested, you will not otherwise receive a paper or email copy. [Graphic Appears Here] Smartphone users Vote Virtually at the Meeting* Point your camera here and June 22, 2023 vote without entering a 12:00 PM Pacific Time control number Virtually at: *The company will be hosting the meeting live via the Internet this year at the website address above. Please check the proxy materials for instructions on how to access the Company’s 2023 Annual Meeting of Stockholders as well as for information regarding how to vote online, by phone or by mail before the meeting. V1.2

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Vote at THIS IS NOT A VOTABLE BALLOT This is an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials at or easily request a paper copy. We encourage you to access and review all of the important information contained in the proxy materials before voting. Please follow the instructions on the reverse side to vote these important matters. Board Voting Items Recommends 1. Election of Class III Directors Nominees: 01) Gary Briggs For All 02) Nishad Chande 03) Mary Sullivan 2. To approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers. For 3. To approve the First Amendment to the Company’s 2021 Equity Incentive Plan to increase the number of shares of Class For A Common Stock authorized for issuance under the plan. 4. To approve the Amendment to the Company’s Second Amended and Restated Certificate of Incorporation to limit the For liability of certain officers as permitted by Delaware law. 5. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for For the fiscal year ending February 3, 2024. NOTE: Such other business as may properly come before the meeting or any adjournment thereof. V17140-P91144