RESOLVED: PetMed Express Inc ("Company") shareholders request the Board's Compensation Committee ("Committee") issue a report annually assessing the distribution of stock-based incentives throughout the workforce (such as but not limited to performance share units, employee stock purchase plans, restricted stock units, and options). The report should include a matrix, sorted by EEO-1 employee classification or another appropriate classification scheme with four or more categories chosen by the Committee, showing aggregate amounts of stock ownership granted and utilized by all U.S Company employees and including associated voting power, if any. The Committee should issue the report before or concurrent with the next annual proxy statement.

SUPPORTING STATEMENT:

Our Company recognizes stock ownership as an incentive for directors and named executives, reporting annually on utilization. We ask our Company to track and disclose similar information and associated voting power for all U.S. employees using meaningful classifications to create an ownership culture.

Widespread employee ownership is correlated with better firm performance, fewer layoffs, better employee compensation and benefits, higher median household wealth, longer median job tenure, and reduced racial and gender wealth gaps.1 It also has a long history of bipartisan support.2 Our Company should educate and promote ownership plans and progress towards an engaged employee ownership culture.3

Wealth inequality in the United States has increased dramatically,4 is widely recognized as a significant social policy issue,5 and brings many problems, such as political polarization.6 Employee ownership is key to addressing this social policy in a bipartisan manner.7

Providing stock ownership incentives to boards and executives but not to all U.S. company employees has led to glaring inequality. Our Company's "pay ratio" is relatively small, 1 to 52 similar ratio comparing stock ownership and/or the voting power of named executives with those of typical U.S. employees would probably be much higher.

From 1973 to 2018, inflation-adjusted wages for nonsupervisory American workers were flat. Meanwhile, a dollar's worth of stock grew (in real terms) to $14.09. Hourly wages stagnated. Income from capital ownership accelerated. The top 10% of American households earned 97% of capital gains. Typical White families own nearly 10x the average Black family. Single women own only 36% of what typical men own. That gap is greater for women of color.8 Strengthening employee ownership would help address these inequities,9 while generating higher value for all shareholders.

Employee engagement and trust are crucial to success. Expanding the Committee's perspective beyond executive compensation would give them "a better grasp on how human talent matters for the company's business strategy and operations."10 Our Company could benefit shareholders, employees, and the economy by leading on this issue.

1 https://secureservercdn.net/192.169.220.85/11l.986.myftpupload.com/wp-content/uploads/2021/10/WhitePaper- TurningEmployeesIntoOwners.pdf and https://www.nceo.org/article/research-employee-ownership

2 https://www.thirdway.org/report/having-a-stake-evidence-and-implications-for-broad-based-employee-stock-ownership-and-profit- sharing

3 https://smlr.rutgers.edu/faculty-research-engagement/institute-study-employee-ownership-and-profit-sharing

4 https://inequality.org/facts/wealth-inequality/

5 https://www.pewresearch.org/fact-tank/2020/02/07/6-facts-about-economic-inequality-in-the-u-s/

6 https://papers.ssrn.com/sol3/papers.cfm?abstract_id=2649215

7 https://thehill.com/blogs/congress-blog/politics/512413-employee-ownership-the-wealth-gap-and-the-current-crisis

8 https://ownershipamerica.org/the-problem/

9 https://smlr.rutgers.edu/sites/default/files/Documents/Centers/Institute_Employee_Ownership/rutgerskelloggreport_april2019.pdf

10 https://www.edelman.com/trust/2021-trust-barometer/belief-driven-employee/new-employee-employer-compact