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POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS
February 16, 2021
KNOW ALL BY THESE PRESENTS, that the undersigned hereby makes, constitutes
and appoints Lacey Bundy, Gary Shullaw and Alan Schnaid, signing singly, as the
undersigned's true and lawful attorneys-in-fact, with full power and authority
as hereinafter described on behalf of and in the name, place and stead of the
undersigned to:
(i) execute for and on behalf of the undersigned, in the undersigned's
capacity as a director, officer or beneficial owner of shares of
common stock of Chewy, Inc., a Delaware corporation (the "Company"),
any Schedule 13D or Schedule 13G, and any amendments, supplements or
exhibits thereto (including any joint filing agreements) required to
be filed by the undersigned under Section 13 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), and the rules
and regulations promulgated thereunder, and any Forms 3, 4 and 5 and
any amendments, supplements or exhibits thereto required to be filed
by the undersigned under Section 16(a) of the Exchange Act;
(ii) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such
Schedule 13D, Schedule 13G, Form 3, 4, or 5 and timely file such
forms with the United States Securities and Exchange Commission and
any stock exchange on which the common stock of the Company is then
listed; and
(iii) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorneys-in-fact, may be of
benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorneys-in-fact on behalf of the undersigned pursuant to this
Power of Attorney shall be in such form and shall contain such terms
and conditions as such attorneys-in-fact may approve in such
attorneys-in- fact's discretion.
The undersigned hereby grants to such attorneys-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorneys-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of this Power of
Attorney and the rights and powers herein granted. The undersigned acknowledges
that the foregoing attorneys-in- fact, in serving in such capacity at the
request of the undersigned, are not assuming, nor is the Company assuming, any
of the undersigned's responsibilities to comply with Section 13 and Section 16
of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file reports or schedules under Section 13
or Section 16 of the Exchange Act with respect to the undersigned's holdings of
and transactions in securities issued by the Company, unless earlier revoked by
the undersigned in a signed writing delivered to the foregoing attorneys-in-
fact.
* * * * *
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date first written above.
Buddy Holdings II LLC
By: /s/ Gary Shullaw
----------------
Name: Gary Shullaw
Title: Deputy General Counsel and Assistant
Secretary
POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS
February 16, 2021
KNOW ALL BY THESE PRESENTS, that the undersigned hereby makes, constitutes
and appoints Lacey Bundy, Gary Shullaw and Alan Schnaid, signing singly, as the
undersigned's true and lawful attorneys-in-fact, with full power and authority
as hereinafter described on behalf of and in the name, place and stead of the
undersigned to:
(iv) execute for and on behalf of the undersigned, in the undersigned's
capacity as a director, officer or beneficial owner of shares of
common stock of Chewy, Inc., a Delaware corporation (the "Company"),
any Schedule 13D or Schedule 13G, and any amendments, supplements or
exhibits thereto (including any joint filing agreements) required to
be filed by the undersigned under Section 13 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), and the rules
and regulations promulgated thereunder, and any Forms 3, 4 and 5 and
any amendments, supplements or exhibits thereto required to be filed
by the undersigned under Section 16(a) of the Exchange Act;
(v) do and perform any and all acts for and on behalf of the undersigned
which may be necessary or desirable to complete and execute any such
Schedule 13D, Schedule 13G, Form 3, 4, or 5 and timely file such forms
with the United States Securities and Exchange Commission and any
stock exchange on which the common stock of the Company is then
listed; and
(vi) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorneys-in-fact, may be of
benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorneys-in-fact on behalf of the undersigned pursuant to this Power
of Attorney shall be in such form and shall contain such terms and
conditions as such attorneys-in-fact may approve in such attorneys-
in- fact's discretion.
The undersigned hereby grants to such attorneys-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorneys-in-fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of this Power of
Attorney and the rights and powers herein granted. The undersigned acknowledges
that the foregoing attorneys-in- fact, in serving in such capacity at the
request of the undersigned, are not assuming, nor is the Company assuming, any
of the undersigned's responsibilities to comply with Section 13 and Section 16
of the Exchange Act.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file reports or schedules under Section 13
or Section 16 of the Exchange Act with respect to the undersigned's holdings of
and transactions in securities issued by the Company, unless earlier revoked by
the undersigned in a signed writing delivered to the foregoing attorneys-in-
fact.
* * * * *
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of the date first written above.
Buddy Holdings III LLC
By: /s/ Gary Shullaw
----------------
Name: Gary Shullaw
Title: Deputy General Counsel and Assistant
Secretary
