8-K

lululemon athletica inc. (LULU)

8-K 2025-06-17 For: 2025-06-11
View Original
Added on April 07, 2026

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

June 11, 2025

Date of Report (Date of earliest event reported)

lululemon_Yogo_Black.jpg

lululemon athletica inc.

(Exact name of registrant as specified in its charter)

Delaware 001-33608 20-3842867
(State or other jurisdiction<br>of incorporation) (Commission<br>File Number) (IRS Employer<br>Identification No.)

1818 Cornwall Avenue

Vancouver, British Columbia

Canada, V6J 1C7

(Address of principal executive offices, including Zip Code)

Registrant's telephone number, including area code: (604) 732-6124

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading symbol(s) Name of each exchange on which registered
Common Stock, par value $0.005 per share LULU Nasdaq Global Select Market

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 5.07. Submission of Matters to a Vote of Security Holders

At the lululemon athletica inc. 2025 Annual Meeting of Shareholders held on June 11, 2025, the matters on which the stockholders voted, in person or by proxy, were:

1.to elect three Class III directors to hold a three-year term and until each director's respective successors are elected and qualified;

2.to ratify the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending February 1, 2026;

3.to approve, on an advisory basis, the compensation of our named executive officers; and

4.to vote on a shareholder proposal.

The results of the voting were as follows:

Election of Directors:

Class III Director Votes For Votes Against Votes Abstained Broker Non-Votes
Kathryn Henry 76,291,414 24,009,213 86,899 6,146,549
Alison Loehnis 90,081,903 10,218,107 87,516 6,146,549
Jon McNeill 72,533,002 27,765,251 89,273 6,146,549

Each of the foregoing nominees was elected and each received more votes for than the votes cast against that nominee's election.

Ratification of Appointment of Independent Registered Public Accounting Firm:

Votes For Votes Against Votes Abstained
PricewaterhouseCoopers LLP 103,827,552 2,624,217 82,306

The foregoing proposal was approved.

Approval, on an Advisory Basis, of Executive Compensation:

Votes For Votes Against Votes Abstained Broker Non-Votes
Executive Compensation 83,801,166 16,401,904 184,456 6,146,549

The foregoing proposal was approved.

Shareholder Proposal:

Votes For Votes Against Votes Abstained Broker Non-Votes
Report on discrimination risks related charitable partnerships 351,583 99,567,168 468,775 6,146,549

The foregoing proposal was not approved.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

lululemon athletica inc.
Dated: June 17, 2025 /s/ MEGHAN FRANK
Meghan Frank
Chief Financial Officer