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Current Report · Items 5.02, 5.07, 9.01 · 8-K

PetMed Express, Inc.

PETSNASDAQEQUITYCurrent

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Submission of Matters to a Vote of Security Holders

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On August 11, 2026, the shareholders of PetMed Express, Inc. (the “Company”), upon recommendation of the Company’s Board of Directors (“Board”), approved an amendment to the PetMed Express, Inc.…

Filed Aug 12, 2026Accepted Aug 12, 2026, 4:30 PM EDTCIK 1040130Accession 0001040130-26-000036
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Company context

Founded in 1996, PetMeds is a pioneer in the direct-to-consumer pet healthcare sector. As a trusted national online pharmacy, PetMeds is licensed across all 50 states and staffed with expert pharmacists dedicated to supporting pet wellness, pets and pet parents, and the veterinarians who serve them. Through its PETS family of brands and through its PetCareRx subsidiary, the Company offers a comprehensive range of pet health solutions - including top-brand and generic pharmaceuticals, compounded medications, and better-for-your-pet OTC supplements and nutrition. Focused on value, convenience, and care, PetMeds and PetCareRx empower pet parents to help their dogs, cats, and horses live longer, healthier lives. To learn more, visit www. PetMeds.com and www. PetCareRx.com

Current securities

Recent company filings

  1. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD DisclosureSep 21, 2026
  2. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD DisclosureSep 17, 2026
  3. 10-Q filingAug 13, 2026
  4. SCHEDULE 13G/A filingAug 13, 2026
  5. Results of Operations and Financial ConditionAug 13, 2026

Disclosure sections

Items 5.02, 5.07, 9.01

Select an item to read the extracted section. The as-filed document remains the primary evidence.

Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On August 11, 2026, the shareholders of PetMed Express, Inc. (the “Company”), upon recommendation of the Company’s Board of Directors (“Board”), approved an amendment to the PetMed Express, Inc. 2024 Omnibus Incentive Plan (“2024 Plan”) to increase the number of shares of common stock reserved for issuance thereunder by 1,800,000 shares (the “2026 Plan Amendment”). The 2024 Plan, as amended by the 2026 Plan Amendment, is described in greater detail in Item 4 in the Company’s Proxy Statement on Schedule 14A for the Company’s 2026 Annual Meeting of Shareholders (“Proxy Statement”). The Proxy Statement, which includes an appendix with a full copy of the 2024 Plan as amended by the 2026 Plan Amendment, was filed with the U.S. Securities and Exchange Commission on June 26, 2026. The descriptions of the 2024 Plan and 2026 Plan Amendment contained herein and in the Proxy Statement are qualified in their entirety by reference to the full text of the 2024 Plan as amended by the 2026 Plan Amendment, as set forth in Exhibit 10.1 to this Current Report on Form 8-K.
Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07 Submission of Matters to a Vote of Security Holders. On August 11, 2026, the Company held its Annual Meeting of Shareholders (“Annual Meeting”). The proposals presented at the Annual Meeting are described in more detail in the Company’s Proxy Statement. As of June 15, 2026, the record date for the Annual Meeting, there were 21,371,880 shares of the Company’s voting securities issued and outstanding and eligible to be voted at the Annual Meeting. A total of 14,291,482 shares were represented in person or by proxy at the Annual Meeting, which constituted a quorum to conduct business at the Annual Meeting. With a majority of the outstanding shares voting either by proxy or in person, the Company’s shareholders cast their votes as described below. Proposal 1 - The four (4) director nominees proposed by the Company’s Board were elected to serve as members of the Board until the next annual meeting of shareholders and until their respective successors have been duly elected and qualified by the following final voting results: For Against Abstentions Broker Non-Votes ───────────────────────────────────────────────────────────────────────────────────────────── Peter Batushansky 5,891,336 2,437,684 23,433 5,939,033 Leslie C.G. Campbell 5,629,823 2,691,752 30,877 5,939,033 James LaCamp 6,017,606 2,311,457 23,389 5,939,033 Justin Mennen 5,751,707 2,577,567 23,180 5,939,033 Proposal 2 - The Company’s shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers named in the Proxy Statement by the following final voting results: For Against Abstentions Broker Non-Votes ─────────────────────────────────────────────────────────────────── 6,447,075 1,855,610 49,764 5,939,033 Proposal 3 - The Company’s shareholders ratified the appointment of Baker Tilly US, LLP as the Company’s independent registered public accounting firm for fiscal year 2026 by the following final voting results: For Against Abstentions Broker Non-Votes ──────────────────────────────────────────────────────────────────── 13,104,929 1,060,357 126,194 0 Proposal 4 - The company’s shareholders approved the amendment to the Company’s 2024 Omnibus Incentive Plan by the following final voting results: For Against Abstentions Broker Non-Votes ─────────────────────────────────────────────────────────────────── 9,697,357 4,403,671 190,454 0