Chewy’s Legal Chief Lands Massive Payday from Big IPO

Step aside Apple Inc. So long CVS Health Corp. Beyond Meat Inc.: this one’s for the dogs.

When it comes to in-house legal pay packages, Chewy Inc. general counsel Susan Helfrick has jumped ahead of those companies to the top ranks for 2019. The online pet food retailer disclosed in a proxy statement filed this week that Helfrick had more than $30.34 million in total compensation last year.

The sum, almost all of which is comprised of stock awards, comes nearly a year after Helfrick helped guide Chewy through a $1 billion initial public offering on the New York Stock Exchange.

Helfrick was one of four top Chewy executives—including CEO Sumit Singh, CFO Mario Marte, and CTO Satish Mehta—that securities filings show were given the rights to thousands of company shares last year. (Pay packages for the other three executives totaled $149.85 million for Singh, $60.04 million for Marte, and $45.09 million for Mehta.)

After a lockup period barring insider sales expired in December, Helfrick unloaded about $2.27 million in Chewy stock, according to securities filings.

Chewy’s IPO came after co-founder Ryan Cohen, who stepped aside as CEO in March 2018, cashed out of the Dania Beach, Fla.-based business a year prior by selling it for $3.35 billion to pet retail giant PetSmart Inc. At the time, the deal marked the highest price ever paid for an e-commerce company.

Simpson Thacher & Bartlett represented private equity-owned PetSmart, which continues to own a controlling stake in Chewy, on that transaction. Chewy was advised on its sale by Weil, Gotshal & Manges. Kirkland & Ellis then took the lead for Chewy on its June 2019 stock market debut, a listing that generated at least $2.2 million in legal fees and expenses for the law firm, according to securities filings.

Helfrick, a former Securities and Exchange Commission staff attorney and associate at Skadden, Arps, Slate, Meagher & Flom during the mid-to-late 1990s, spent the next decade in in-house roles at UBS AG, HSBC Securities USA Inc., and The Goldman Sachs Group Inc. before joining GfK SE as its general counsel for the Americas in 2009. She spent almost six years at the German market research institute.

In December 2014, Helfrick left GfK to become general counsel at Chewy, three years after the company’s formation. Bloomberg data puts the current market value of Helfrick’s Chewy stock holdings at $31.83 million.

Helfrick didn’t respond to a request for comment about her compensation last year. Nor did media representatives for Chewy.

In its 2019 proxy, Chewy broke Helfrick’s pay into more than $29.39 million in stock awards, $495,060 in non-equity incentive plan compensation, and $447,116 in base salary. In other securities filings ahead of its IPO last year, Chewy put Helfrick’s total 2018 compensation at $431,490, a sum that included $372,115 in base salary and a $58,510 retention bonus.