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Chip Wilson group targets lululemon (LULU) 2026 board vote

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
DFAN14A

Rhea-AI Filing Summary

Dennis J. “Chip” Wilson and affiliated investors are preparing a proxy campaign at lululemon athletica inc. for the company’s 2026 annual shareholder meeting. They plan to file a definitive proxy statement and use a GOLD universal proxy card to solicit votes for their own slate of director candidates and for a business proposal to be presented at the meeting.

The participant group includes Mr. Wilson, related investment and foundation entities, and individual nominees such as Laura Gentile, Eric Hirshberg and Marc Maurer. As members of a Schedule 13(d) group, they are deemed to beneficially own 9,904,856 shares of lululemon common stock in total, including 5,115,961 shares of special voting stock paired with an equal number of exchangeable shares of Lulu Canadian Holding, Inc. Proxy materials and related documents will be made available at no charge on the SEC’s website.

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Insights

Founder-led group prepares 2026 proxy contest to seek board seats at lululemon.

Dennis J. “Chip” Wilson, together with affiliated entities and individuals, plans to solicit votes at lululemon’s 2026 annual meeting using a GOLD universal proxy card. The group intends to nominate its own slate of directors and present a business proposal, signaling an organized effort to influence board composition and corporate direction.

The participants, acting as a Schedule 13(d) group, are deemed to beneficially own 9,904,856 shares of lululemon common stock, including 5,115,961 shares of special voting stock paired with exchangeable shares of Lulu Canadian Holding, Inc. This stake provides a meaningful base for a proxy solicitation, though ultimate outcomes will depend on broader shareholder support.

The group plans to file a definitive proxy statement on Schedule 14A, and these materials, along with the GOLD Universal Proxy Card, will be available on the SEC’s website. Future disclosures tied to the 2026 annual meeting will clarify the nominees’ priorities and the details of the proposed business item.

 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 14A

(RULE 14a-101)

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

 

 

Filed by the Registrant ☐

Filed by a party other than the Registrant ☒

Check the appropriate box:

 

Preliminary Proxy Statement

 

Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

 

Definitive Proxy Statement

 

Definitive Additional Materials

 

Soliciting Material Pursuant to §240.14a-12

lululemon athletica inc.

(Name of Registrant as Specified In Its Charter)

Dennis J. Wilson

Anamered Investments Inc.

LIPO Investments (USA), Inc.

Wilson 5 Foundation

Wilson 5 Foundation Management Ltd.

Five Boys Investments ULC

Shannon Wilson

Low Tide Properties Ltd.

House of Wilson Ltd.

Laura Gentile

Eric Hirshberg

Marc Maurer

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

 

No fee required

 

Fee paid previously with preliminary materials

 

Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

 

 
 


Dennis J. Wilson, together with the other participants named herein, intends to file a proxy statement and accompanying GOLD universal proxy card with the U.S. Securities and Exchange Commission to be used to solicit proxies for the election of his slate of highly-qualified director candidates at the 2026 annual meeting of shareholders (including any other meeting of shareholders held in lieu thereof, and any adjournments, postponements, reschedulings or continuations thereof, the “2026 Annual Meeting”) of lululemon athletica inc., and for the approval of a business proposal to be presented at the 2026 Annual Meeting.

On January 21, 2026, Mr. Wilson posted the following material to LinkedIn:

 

LOGO

CERTAIN INFORMATION CONCERNING THE PARTICIPANTS

Dennis J. “Chip” Wilson, together with the other Participants (as defined below), intends to file with the U.S. Securities and Exchange Commission (the “SEC”) a definitive proxy statement on Schedule 14A (the “Definitive Proxy Statement”) and accompanying GOLD Universal Proxy Card to be used to solicit proxies from the shareholders of the Company in connection with the 2026 Annual Meeting.

SHAREHOLDERS OF THE COMPANY ARE URGED TO READ THESE MATERIALS (INCLUDING ANY AMENDMENTS OR SUPPLEMENTS THERETO) AND ANY OTHER RELEVANT DOCUMENTS THAT THE PARTICIPANTS HAVE FILED OR WILL FILE WITH THE SEC BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION, INCLUDING ABOUT THE MATTERS TO BE VOTED ON AT THE ANNUAL MEETING AND ADDITIONAL INFORMATION RELATING TO THE PARTICIPANTS AND THEIR DIRECT OR INDIRECT INTERESTS, BY SECURITY HOLDINGS OR OTHERWISE.

The participants in the solicitation of proxies are Mr. Wilson, Anamered Investments Inc., LIPO Investments (USA), Inc., Wilson 5 Foundation, Wilson 5 Foundation Management Ltd., Five Boys Investments ULC, Shannon Wilson, Low Tide Properties Ltd., House of Wilson Ltd., Marc Maurer, Laura Gentile and Eric Hirshberg (collectively, the “Participants”).

The Definitive Proxy Statement and accompanying GOLD Universal Proxy Card will be furnished to some or all of the Company’s shareholders and will be, along with other relevant documents, available at no charge on the SEC’s website at https://www.sec.gov/.

Information about the Participants and a description of their direct or indirect interests, by security holdings or otherwise, is contained on an amendment to Schedule 13D filed by the Participants with the SEC on December 30, 2025, and is available here. By virtue of the relationship among the Participants as members in a Schedule 13(d) group, all the Participants, individually, are deemed to beneficially own the 9,904,856 shares of Common Stock (of which 5,115,961 are shares of the Company’s special voting stock paired with an equal number of exchangeable shares of Lulu Canadian Holding, Inc., on a fully-converted basis) owned in the aggregate by all of the Participants.

FAQ

What is Dennis J. Wilson planning regarding lululemon (LULU) in 2026?

Dennis J. “Chip” Wilson, along with affiliated entities and individuals, intends to run a proxy solicitation at lululemon’s 2026 annual meeting. They plan to file a definitive proxy statement and use a GOLD universal proxy card to seek election of their own slate of director candidates and approval of a business proposal at the meeting.

Who are the participants in the lululemon (LULU) proxy solicitation group?

The participants include Dennis J. “Chip” Wilson, Anamered Investments Inc., LIPO Investments (USA), Inc., Wilson 5 Foundation, Wilson 5 Foundation Management Ltd., Five Boys Investments ULC, Shannon Wilson, Low Tide Properties Ltd., House of Wilson Ltd., Marc Maurer, Laura Gentile and Eric Hirshberg. These parties are collectively referred to as the “Participants.”

How many lululemon (LULU) shares does the Wilson-led group beneficially own?

As members of a Schedule 13(d) group, all Participants are deemed to beneficially own 9,904,856 shares of lululemon common stock in the aggregate. This includes 5,115,961 shares of special voting stock paired with an equal number of exchangeable shares of Lulu Canadian Holding, Inc. on a fully converted basis.

What is the GOLD universal proxy card mentioned in the lululemon (LULU) filing?

The GOLD Universal Proxy Card is the ballot that the Wilson-led group intends to send to lululemon shareholders. It will allow shareholders to vote for the group’s director nominees and the related business proposal at the 2026 annual meeting, using the universal proxy format.

Where can lululemon (LULU) shareholders find the proxy materials from Dennis J. Wilson’s group?

The definitive proxy statement on Schedule 14A and the accompanying GOLD Universal Proxy Card will be furnished to some or all lululemon shareholders. These documents, along with other relevant materials, will also be available at no charge on the SEC’s website at https://www.sec.gov/.

What additional information about the Wilson group’s stake in lululemon (LULU) is available?

Information about the Participants and descriptions of their direct or indirect interests, including security holdings, are contained in an amendment to Schedule 13D filed on December 30, 2025. That filing is referenced as the source for detailed ownership information.

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