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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13D/A 0002059711 XXXXXXXX LIVE 1 Common Stock, $.001 Par Value 12/09/2025 false 0001040130 716382106 PETMED EXPRESS INC 420 South Congress Avenue Delray Beach FL 33445 Michael Penney (212) 836-8000 Arnold & Porter Kaye Scholer LLP 250 W. 55th Street New York NY 10019 0002059711 N SilverCape Investments Limited WC N E9 2579696.00 0.00 2579696.00 0.00 2579696.00 N 12.28 CO (1) The percent of class represented is based on 21,015,559 shares of Common Stock outstanding as of September 30, 2025, as last reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended March 31, 2025. Y Peter Kennedy WC N X1 0.00 2579696.00 0.00 2579696.00 2579696.00 N 12.28 CO (1) Peter Kennedy, the managing director of SilverCape Investments Limited ("SilverCape"), has voting and investment power with respect to the Common Stock held by SilverCape. Mr. Kennedy disclaims any beneficial ownership of the Common Stock beneficially owned by SilverCape. (2) The percent of class represented is based on 21,015,559 shares of Common Stock outstanding as of September 30, 2025, as last reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended March 31, 2025. Common Stock, $.001 Par Value PETMED EXPRESS INC 420 South Congress Avenue Delray Beach FL 33445 Explanatory Note: This Amendment No. 1 to Schedule 13D ("Amendment No. 1") is being filed jointly by SilverCape Investments Limited ("SilverCape") and Peter Kennedy ("Kennedy" and together with SilverCape, collectively, the "Reporting Persons") to amend and supplement the Statement on Schedule 13D filed by the Reporting Persons with the Securities and Exchange Commission on May 20, 2025 (the "Prior Statement" and as amended by this Amendment No. 1, this "Schedule 13D") with respect to shares of common stock, par value $.001 per share (the "Common Stock"), of PetMed Express, Inc., a Florida corporation (the "Issuer"). Except as amended and supplemented by this Amendment No. 1, the Prior Statement remains in full force and effect. Item 2 of the Prior Statement is not being amended by this Amendment No. 1. Item 2 of the Prior Statement is not being amended by this Amendment No. 1. Item 2 of the Prior Statement is not being amended by this Amendment No. 1. Item 2 of the Prior Statement is not being amended by this Amendment No. 1. Item 2 of the Prior Statement is not being amended by this Amendment No. 1. Item 2 of the Prior Statement is not being amended by this Amendment No. 1. Item 3 of the Prior Statement is hereby amended and restated in its entirety as follows: The Reporting Persons purchased the shares of Common Stock covered by this Amendment No. 1 in open market purchases for an aggregate purchase price of $11,228,622. The source of the Reporting Persons' payment of the purchase price for each purchase of shares of Common Stock covered by this Schedule 13D was working capital of SilverCape. Item 4 of the Prior Statement is hereby amended and supplemented to add the following: On December 10, 2025, SilverCape sent a Letter re: Non-Binding Proposal for Potential Transaction (the "Letter") to the Issuer providing a non-binding proposal (the "Proposal") to take the Issuer private by acquiring 100% of the Issuer's outstanding Common Stock at a price of $4.00 per share of Common Stock in cash (the "Potential Transaction"). The Proposal states that the purchase price for the Potential Transaction would be funded with SilverCape's cash on hand and that the Potential Transaction would not be subject to any financing conditions or contingencies. The Proposal for the Potential Transaction was (and remains) non-binding and is subject in all respects to, among other things: (a) the Reporting Persons' further due diligence (including, but not limited to, financial, tax, accounting, legal, compliance, human resources, IT and regulatory due diligence) and (b) the execution of a mutually acceptable definitive agreement with terms and conditions customary for transactions of the type contemplated by the Proposal (the "Definitive Agreement"), including, without limitation, that the Issuer and its board of directors take all actions necessary to render inapplicable the Issuer's shareholder rights plan or other similar antitakeover protections that are or could become applicable in connection with the transactions contemplated by the Letter, the Potential Transaction or the Definitive Agreement. As provided in the Letter, the Reporting Persons are seeking to commence due diligence and the preparation of the Definitive Agreement as soon as possible. The foregoing description of the Letter is not intended to be complete and is qualified in its entirety by reference to the full text of the Letter, which is filed as Exhibit 99.2 to this Amendment No. 1 and is incorporated herein by reference. There can be no assurance that a Definitive Agreement with respect to the Potential Transaction will be executed or, if executed, whether the Potential Transaction will be consummated. No legally binding obligation with respect to the Proposal or the Potential Transaction will arise until such time, if ever, as a binding Definitive Agreement has been executed by the relevant parties. There is also no certainty as to whether, or when, the Issuer may respond to the Letter, or as to the time table for execution of any Definitive Agreement. The Reporting Persons reserves the right to modify or withdraw the Proposal at any time and to cease discussions and negotiations at any time. Neither the Letter nor this Schedule 13D is meant to be an offer to purchase or a solicitation of any offer to sell shares of the Issuer's Common Stock or other securities. The Reporting Persons intend to engage in discussions with the Issuer regarding the Potential Transaction. The Reporting Persons may change the terms of the Proposal or the Potential Transaction, determine to accelerate or terminate discussions with the Issuer with respect to the Potential Transaction, withdraw the Proposal described in the Letter or any other proposal with respect to the Potential Transaction, take any action to facilitate or increase the likelihood of consummation of the Potential Transaction, or change their intentions with respect to any such matters, in each case at any time and without prior notice. The Reporting Persons reserve the right to, directly or indirectly, take such additional steps as they may deem appropriate to further the Potential Transaction or otherwise to support their investment in the Issuer, including, without limitation: (a) engaging in discussions with other shareholders, advisors and other relevant parties; and (b) entering into confidentiality arrangements, and other agreements, arrangements and understandings in connection with the Potential Transaction. The Potential Transaction may result in one or more of the actions specified in clauses (a) to (j) of Item 4 of Schedule 13D, including, without limitation, the acquisition of additional securities of the Issuer, a merger or other extraordinary transaction involving the Issuer, the delisting of the Common Stock from the Nasdaq and the Common Stock becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934, as amended. The Reporting Persons intend to review their existing investment in the Issuer on a continuing basis. Depending on the Reporting Persons' evaluation of various factors, including, without limitation, the outcome of any discussions referenced above, the Company's financial position, results and strategic direction, actions taken by the Company's management and the Board, price levels of the Common Stock and other investment opportunities available to the Reporting Persons, compliance with applicable laws, general market and economic conditions, ongoing evaluation of the Issuer's business, financial condition, operations and prospects, the relative attractiveness of alternative business and investment opportunities, the Reporting Persons' need for liquidity, and other future developments, the Reporting Persons may in the future take such actions with respect to their investment in the Issuer as they deem appropriate, including, without limitation, acquiring shares of Common Stock and/or other equity or other securities of the Company or disposing of some or all of the securities beneficially owned by the Reporting Persons in public market or privately negotiated transactions, formulating other plans or proposals regarding the Issuer or its securities to the extent deemed advisable by the Reporting Persons, and/or otherwise changing their intention with respect to any and all matters referred to in Item 4 of this Schedule 13D. Item 5(a) of the Prior Statement is hereby amended and restated in its entirety as follows. As of the filing date of this Amendment No. 1, SilverCape is the holder of record of 2,579,696 shares of Common Stock, representing approximately 12.28% of the shares of Common Stock. The percentages used in this Amendment No. 1 are calculated based on 21,015,559 shares of Common Stock outstanding as of September 30, 2025, as last reported by the Issuer in its Annual Report on Form 10-K for the fiscal year ended March 31, 2025. Kennedy, as the managing director of SilverCape, has voting and investment power with respect to the Common Stock held by SilverCape. Kennedy disclaims any beneficial ownership of the Common Stock beneficially owned by SilverCape. Item 5(b) is not being amended by this Amendment No. 1. Item 5(c) is not being amended by this Amendment No. 1. Item 5(d) is not being amended by this Amendment No. 1. Item 5(e) is not being amended by this Amendment No. 1. tem 6 of the Prior Statement is hereby amended and restated as follows: The information set forth in Item 4 of this Amendment No. 1 is incorporated herein by reference. On December 9, 2025, the Reporting Persons submitted the Letter to the Issuer's board of directors. The Letter is attached hereto as Exhibit 99.2 and incorporated herein by reference. Except as otherwise described in the Prior Statement, this Amendment No. 1, the Joint Filing Agreement attached hereto as Exhibit 99.1 and the Letter attached hereto as Exhibit 99.2, (i) there are no contracts, arrangements, understandings, or relationships (legal or otherwise) among the persons named in Item 2 and between such persons and any person with respect to any securities of the Issuer, including but not limited to transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Item 7 of the Prior Statement is hereby amended and restated in its entirety as follows: 99.1 Joint Filing Agreement, dated as of May 20, 2025 (incorporated by reference to Exhibit 1 to the Prior Statement filed by the Reporting Persons on May 20, 2025). 99.2 Letter re: Non-Binding Proposal for Potential Transaction, dated December 9, 2025. SilverCape Investments Limited /s/ Peter Kennedy Managing Director 12/11/2025 Peter Kennedy /s/ Peter Kennedy Managing Director 12/11/2025