Lululemon is pushing back on founder Chip Wilson’s latest boardroom move with a numbers-led, governance-focused message that leans heavily on a decade of growth. The company confirms that Wilson has formally notified it of his intention to nominate three director candidates for election at the 2026 Annual Meeting of Shareholders, and stresses that shareholders are not required to take any action at this time.
What Lululemon Is Saying
According to Lululemon’s board statement, ”The lululemon Board of Directors and leadership team have engaged extensively and in good faith for many years with Mr. Wilson to understand his perspectives and communicate our strategy. In our most recent discussions, Mr. Wilson indicated his intent to nominate directors. In the interest of avoiding a costly and distracting proxy fight, the Board requested from Mr. Wilson the names of his director nominees to evaluate their qualifications and backgrounds, but Mr. Wilson declined to engage further. Now that the names have been submitted, the Board will evaluate Mr. Wilson’s director nominees in due course in accordance with the Board’s governance process.”
Board Profile, Performance, and CEO Search
To frame the situation, Lululemon highlights both its refreshed board and its financial trajectory over the past decade. The company notes that more than one-third of its directors have joined within the last four years, describing the board as “highly engaged and experienced” and positioned to oversee the next phase of growth.
On performance, Lululemon notes that annual revenue has increased by nearly $9 billion over the past ten years, from $2.1 billion in fiscal 2015 to approximately $11.0 billion, expected in fiscal 2025, under current guidance. Over the same period, income from operations has grown nearly six times, which the company attributes to both scale and profitability.
That growth has supported reinvestment and returns to shareholders, including cumulative share repurchases in excess of $5.5 billion since fiscal 2015. Alongside this, the board has initiated a comprehensive search for Lululemon’s next CEO, stating it is looking for a leader with a strong track record in “growth and transformation” who can build on the brand’s foundation while bringing a fresh perspective.
Positioning Chip Wilson As An Outsider
A central line in the statement is that Wilson “has not been involved with the company for a decade,” with Lululemon emphasising that it has continued to evolve and “lead the industry” during that period. The business is described as “one of the most compelling growth stories in retail,” which implicitly credits the current board and management team, rather than the founder, with stewarding this phase.
By emphasizing long-term value creation and the ongoing CEO search, Lululemon establishes a contrast between its deliberate approach and Wilson’s activist stance. The company signals that any potential proxy contest will be decided on governance, performance, and future strategy, not only on legacy or personality.
What Happens Next For Shareholders
For investors, the immediate guidance is to wait for the official proxy materials before making any decisions. Lululemon says it will file a proxy statement on Schedule 14A, including a WHITE proxy card, closer to the 2026 Annual Meeting that will outline the full agenda, the board’s recommended slate, and its position on Wilson’s nominees.
The company also discloses that it has engaged J.P. Morgan as financial advisor, Sidley Austin LLP as legal counsel, and Joele Frank, Wilkinson Brimmer Katcher as strategic communications advisor, indicating that it is preparing for a possible proxy fight even as it publicly stresses continuity, long-term strategy, and acting “in the best interests of all shareholders.”
