lululemon Insider Filing: CEO nets $6.4M from option exercise & share sale

Rhea-AI Filing Summary

lululemon athletica inc. (LULU) – CEO Calvin McDonald Form 4 filing dated 07/01/2025

The filing discloses a single option exercise and related share sales executed on 06/27/2025:

• Option exercise (Code M): 35,355 options exercised at $136.67, generating an equivalent number of common shares.
• Share sales (Code S): 27,049 shares sold in two blocks at weighted-average prices of $235.54 and $236.33, producing roughly $6.4 million in gross proceeds.
• After all transactions, McDonald’s direct holdings declined from 137,613 to 110,564 shares, but remain materially above pre-exercise levels, indicating a net increase of 8,306 shares versus the position prior to the option exercise.
• The sold shares represent about 2.0 % of LULU’s 1.36 million share daily volume (30-day average) and ~0.1 % of shares outstanding, suggesting limited market-wide supply impact.

The exercised options were granted in 2018 and fully vested by August 2022; they were due to expire on 08/20/2025. The mix of exercise-and-sell is typical for executives managing tax liabilities and portfolio diversification. No additional derivative positions remain from this grant.

Investor take-away: The transaction appears routine ahead of option expiration. Although insider sales often draw attention, the CEO retains a sizeable stake and increased his net share count. Absent other catalysts, the filing is viewed as neutral to mildly negative sentiment rather than a signal of fundamental change.

Positive

• CEO retains 110,564 shares post-transaction, reflecting continued alignment with shareholder interests despite partial sale.
• Option exercise ahead of expiration eliminates overhang of soon-to-expire derivative, simplifying future ownership structure.

Negative

• Sale of 27,049 shares (~$6.4 m) could be perceived as reduced confidence, adding mild negative sentiment.
• Insider selling follows prior mixed activity, which some investors may monitor for trend shifts.

Insights

Senior Equity Analyst

TL;DR – Routine option exercise; modest net sale, limited signal.

McDonald exercised 35.4 k options at $136.67 and sold 27.0 k shares at ~$236, pocketing ≈$6.4 m. After taxes he still added ≈8 k shares, finishing with 110.6 k. The sale equals <1 day’s average volume and <0.1 % of float, so market impact should be negligible. Insider activity trend for LULU is mixed but not alarming. Rating: neutral.

Corporate Governance Specialist

TL;DR – Compliance clean; signals prudent expiry management.

The CEO’s transaction follows Section 16 rules, uses Form 4 timing, and clearly notes weighted-average prices with undertakings for detail—good disclosure hygiene. The exercise occurred 14 months before option expiry, aligning with standard liquidity/tax planning. Ownership remains substantial, mitigating concerns over commitment. No red flags on governance grounds.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MCDONALD CALVIN

(Last) (First) (Middle)

C/O LULULEMON ATHLETICA INC

1818 CORNWALL AVENUE

(Street)

VANCOUVER A1 V6J 1C7

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
lululemon athletica inc. [ LULU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/27/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/27/2025		M		35,355	A	$136.67	137,613	D
Common Stock	06/27/2025		S		21,977	D	$235.5437(1)	115,636	D
Common Stock	06/27/2025		S		5,072	D	$236.3333(2)	110,564	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	$136.67	06/27/2025		M			35,355	(3)	08/20/2025	Common Stock	35,355	$0	0	D

Explanation of Responses:

1. The price reported for this transaction is a weighted-average price. The shares were sold in multiple transactions ranging from $235.18 to $236.14, inclusive. The reporting person undertakes to provide to Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

2. The price reported for this transaction is a weighted-average price. The shares were sold in multiple transactions ranging from $236.20 to $236.56, inclusive. The reporting person undertakes to provide to Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.

3. These options vested as to 25% on each of August 20, 2019, August 20, 2020, August 20, 2021 and August 20, 2022. The stock options were exercised prior to their expiration date on August 20, 2025.

	/s/ Calvin McDonald by Alex Grieve, Attorney-in-Fact	07/01/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

How many lululemon (LULU) shares did CEO Calvin McDonald sell?

He sold 27,049 shares on 06/27/2025 in two blocks at weighted-average prices of ~$235.54 and ~$236.33.

What was the exercise price of the lululemon stock options?

The options were exercised at $136.67 per share.

How many lululemon shares does the CEO now own?

Following the transactions, Calvin McDonald directly owns 110,564 common shares.

Is the Form 4 transaction considered large relative to LULU's float?

No. The 27,049 shares sold represent less than 0.1 % of shares outstanding and under one day’s average trading volume.

Why did the CEO both exercise options and sell shares on the same day?

The filing suggests a typical exercise-and-sell strategy to cover taxes and diversify before option expiration in August 2025.

Did the CEO retain any derivative securities after the transaction?

No. The exercised options reduced the remaining balance of this grant to zero derivative securities.