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William Billings

Interim Principal Financial Officer and Chief Accounting Officer at ChewyChewy
Executive

About William Billings

William Billings is Chewy’s Chief Accounting Officer (since August 12, 2024) and has served as Interim Principal Financial Officer since July 3, 2025; he is 49 and is a CPA with an MBA from Rice University and a BS in Accounting from Southern University A&M . He previously led controllership and accounting at GlobalFoundries, Coursera, Airbnb, World Fuel Services, GE, and McDermott, and sits on the boards of Knightscope, Inc. and Sucro Sourcing LLC . His tenure spans a period of improved company performance: FY2024 net sales rose 6.4% to $11.86B, adjusted EBITDA increased by $202.5M to $570.5M, net income was $392.7M, and Chewy’s FY2024 TSR was 147 (vs 100 base), with the STI program paying at 147% of target on company metrics (50% Net Sales growth, 50% Adjusted EBITDA margin) .

Past Roles

OrganizationRoleYearsStrategic impact
GlobalFoundries, Inc.VP Finance & Chief Accounting OfficerNov 2021 – Jul 2024Oversaw global finance and accounting operations
Coursera, Inc.VP Accounting & Chief Accounting OfficerAug 2021 – Nov 2021Not disclosed
Airbnb, Inc.Global Corporate ControllerJul 2019 – Aug 2021Not disclosed
World Fuel Services Corp.VP Finance & Global ControllerNov 2015 – Jul 2019Not disclosed
General Electric CompanyControllership rolesNov 2013 – Oct 2015Not disclosed
McDermott International Ltd.Controllership rolesJun 2010 – Nov 2013Not disclosed

External Roles

OrganizationRoleYearsNotes
Knightscope, Inc. (KSCP)DirectorSince Feb 2024Confirmed by Knightscope 10-K signatures in 2024 and 2025
Sucro Sourcing LLCDirectorSince May 2024Private company board

Fixed Compensation

ComponentValueSource
Base Salary$400,000Offer letter terms at appointment as CAO
BenefitsEligible for Chewy benefit programs (medical, dental, vision); unlimited PTO (subject to company needs)Offer letter

Performance Compensation

Annual Short-Term Incentive (STI)

  • Eligibility: Participates in Chewy’s Annual Short-Term Incentive Plan; target bonus 75% of eligible earnings (prorated in start year) . Company STI framework uses company-level metrics (Net Sales Growth and Adjusted EBITDA margin) .
  • FY2024 Company Outcome (applies to NEOs; Billings’ individual payout not disclosed):
MetricWeightingTargetActual AchievementWeighted AchievementVesting/Payment
Net Sales Growth50%100%94%47%Annual cash; paid FY2025
Adjusted EBITDA Margin50%100%200%100%Annual cash; paid FY2025
Total100%147%Program structure

Citations: Company STI metrics and weighting ; FY2024 achievement and 147% payout (company-level) .

Long-Term Equity Incentives (LTI)

  • Equity is the primary at-risk component; Chewy typically grants RSUs (service-based) and PRSUs (performance-based) .
AwardGrant Value / BasisVesting SchedulePerformance MetricsNotes
New hire RSU grant$1,100,000 grant-date value25% at 1st anniversary of vesting commencement date; 6.25% quarterly thereafterN/A (service-based)RSU count determined by average closing price during month of start
Additional RSU grant$2,100,000 grant-date value47% on 1st anniversary; 31% on 2nd; 22% on 3rdN/A (service-based)Subject to Board approval
Annual equity (from FY2024 start)Target award value = 275% of base salaryRSU (75% of award): 25% at next FY month-1 anniversary, then 6.25% quarterly; PRSU (25%): cliff at 3 yearsPRSU: 3-year vest with a one-fiscal-year company performance measurement period (specific metrics not enumerated in offer)Number of units based on 20-day average price pre-grant

Program-level context (company-wide): For NEOs, PRSUs have been tied to Net Sales (50%), Adjusted EBITDA Margin (30%), and Free Cash Flow (20%), with 0–200% payout range; plan features a single-trigger service-condition acceleration for PRSUs upon change in control (per 2024 Plan disclosures) . Note: Billings’ specific PRSU metrics were not specified in his offer; they follow Board-approved award agreements substantially consistent with other officers .

Equity Ownership & Alignment

TopicDetail
Beneficial ownershipNot disclosed for Billings in the 2025 proxy security ownership table (table covers directors and NEOs; CAO not listed) .
Stock ownership guidelinesExecutive officers (including NEOs) must hold aggregate value of company equity; guidelines: CEO 6x salary; CFO 3x; other Section 16 officers 3x; 5-year compliance window; 50% net retention until met .
Hedging/pledgingInsider Trading Policy prohibits short-term trading, short sales, derivative transactions, hedging, trading on margin or pledging, and standing/limit orders (except very limited duration) for employees, NEOs, and directors .
Clawback policyExecutive incentive-based compensation is subject to recoupment in the event of an accounting restatement per NYSE/SEC rules; STI and LTI include clawback provisions .
Change-in-control (plan-level)For officers receiving PRSUs under the 2024 Plan, the service condition on PRSUs accelerates upon a change in control (single trigger), per proxy plan disclosures (illustrated for NEOs) .

Employment Terms

TermDetail
Roles at ChewyChief Accounting Officer and Principal Accounting Officer effective Aug 12, 2024 ; Interim Principal Financial Officer appointed Jul 3, 2025 (continues as CAO/PAO) .
Start dateExpected August 12, 2024 .
Contract / severanceOffer letter summarized compensation and benefits; no severance or restrictive covenants disclosed in the appointment 8-K .
Bonus eligibilitySTI target 75% of eligible earnings (start year prorated) .
BenefitsEligible for Chewy benefits (medical/dental/vision) and unlimited PTO (subject to company needs) .
ComplianceAs officer signing 10-Q/8-K certifications in September 2025, he is accountable for disclosure controls and SOX certifications .

Performance & Track Record

IndicatorEvidence
Leadership scopeElevated responsibilities as Interim PFO while continuing as CAO/PAO (effective July 3, 2025) .
FY2024 operating performance contextNet sales $11.86B (+6.4% y/y), net income $392.7M, adjusted EBITDA $570.5M, free cash flow $452.5M; STI paid at 147% on company metrics .
TSRFY2024 TSR (Chewy) 147 (base 100) per pay-versus-performance table .
Certifications and filingsSigned as Interim PFO/CAO on Q2 FY2026 10-Q certifications (SOX 302/906) and as company signatory on 8-K exhibits in Sep 2025 .

Compensation Structure Analysis

  • Mix and leverage:
    • Cash: Modest base ($400k) with STI target 75% of earnings aligns variable pay to company-wide sales and margin performance .
    • Equity: Significant front-loaded RSUs (new hire $1.1M; additional $2.1M) plus ongoing annual equity at 275% of salary, split 75% RSUs / 25% PRSUs, heavily aligning wealth with stock performance and retention via multi-year vesting .
  • Vesting pressure:
    • Large cliff tranches at first anniversary (25% of the $1.1M RSUs; 47% of the $2.1M additional RSUs) followed by quarterly vesting could create sizable liquidity events around anniversary dates, subject to trading windows and policy constraints .
  • Governance safeguards:
    • Robust clawback policy, stock ownership guidelines for executive officers, and prohibition on hedging/pledging promote alignment with long-term shareholders .

Investment Implications

  • Pay-for-performance alignment is strong: substantial equity (including PRSUs) with multiyear vesting links Billings’ economics to stock performance and company financials; STI metrics emphasize both growth and profitability (Net Sales and Adjusted EBITDA Margin) .
  • Retention dynamics: Significant first-anniversary vesting from new hire and additional RSUs creates near-term retention hooks but also upcoming vest-driven liquidity opportunities; hedging/pledging prohibitions and ownership guidelines mitigate misalignment risk .
  • Execution lens: Serving concurrently as Interim PFO and CAO during a period of improved profitability and cash flow provides direct accountability for controls and reporting; continued delivery on margin and cash metrics remains pivotal to PRSU realizations and incentive payouts .

Items not disclosed: Billings’ current beneficial ownership (shares/vested vs unvested), severance/change-in-control economics specific to him, non-compete/non-solicit terms, and any personal pledging or related party transactions. These were not reported in the appointment 8-K or the 2025 proxy .