STOCK TITAN

Lulu’s Fashion Lounge (LVLU) lifts margins and narrows loss in Q2 2026

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Lulu’s Fashion Lounge Holdings, Inc. reported second quarter 2026 results marked by stronger profitability metrics despite lower sales. Net revenue was $67,807 thousand compared with $81,520 thousand a year earlier, while Gross Margin increased 330 basis points to 48.6%, the highest second-quarter level since 2021.

Net loss narrowed to $1,483 thousand from $2,995 thousand, and basic and diluted loss per share improved to $(0.52) from $(1.08). Adjusted EBITDA rose to $984 thousand from $482 thousand, lifting Adjusted EBITDA Margin to 1.5% from 0.6%. Management highlighted a 23% year-over-year inventory decline, reflecting more disciplined assortment and inventory management, and noted that wholesale revenue nearly doubled year-over-year.

For liquidity and balance sheet, cash and cash equivalents were $4,123 thousand as of June 28, 2026, versus $2,661 thousand at year-end 2025. For the quarter, Free Cash Flow was $143 thousand compared with $(1,875) thousand in the prior-year period. Total assets were $86,674 thousand and total liabilities $88,176 thousand, resulting in negative stockholders’ equity of $(1,502) thousand. The company reaffirmed its financial outlook for the fiscal year ending January 3, 2027.

Positive

  • Gross Margin expanded 330 bps year-over-year to 48.6%, the highest second-quarter margin rate since 2021.
  • Net loss roughly halved to $1,483 thousand from $2,995 thousand, with loss per share improving to $(0.52) from $(1.08).
  • Adjusted EBITDA increased to $984 thousand from $482 thousand, and Adjusted EBITDA Margin rose to 1.5% from 0.6%.
  • Free Cash Flow turned positive at $143 thousand versus $(1,875) thousand in the prior-year quarter.
  • Cash and cash equivalents increased to $4,123 thousand from $2,661 thousand, and Net Debt improved to $(5,959) thousand from $(11,729) thousand.

Negative

  • Quarterly net revenue declined to $67,807 thousand from $81,520 thousand, a drop of more than 10%.
  • Stockholders’ equity turned negative, moving from $3,014 thousand at December 28, 2025 to $(1,502) thousand at June 28, 2026, as liabilities exceeded assets.
  • Active Customers decreased to 2,153 thousand from 2,460 thousand, indicating fewer purchasing customers over the prior 12-month period.
Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Net revenue Q2 2026 $67,807 thousand Net revenue for the fiscal quarter ended June 28, 2026
Gross Margin Q2 2026 48.6% Gross Margin for Q2 2026, up 330 basis points year-over-year
Net loss Q2 2026 $1,483 thousand Net loss and comprehensive loss for Q2 2026
Adjusted EBITDA Q2 2026 $984 thousand Non-GAAP Adjusted EBITDA for the 13 weeks ended June 28, 2026
Free Cash Flow Q2 2026 $143 thousand Free Cash Flow for the fiscal quarter ended June 28, 2026
Stockholders’ equity June 28, 2026 $(1,502) thousand Total stockholders’ equity (deficit) as of June 28, 2026
Cash and cash equivalents $4,123 thousand Cash and cash equivalents as of June 28, 2026
Active Customers 2,153 thousand Active Customers for the 12 months ended June 28, 2026
Adjusted EBITDA financial
"Adjusted EBITDA is a non-GAAP financial measure that we calculate as net income (loss) before interest expense"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
Free Cash Flow financial
"Free Cash Flow is a non-GAAP financial measure that we calculate as net cash provided by (used in) operating activities"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
Net Debt financial
"Net Debt is a non-GAAP financial measure that is defined as total debt, which currently consists of borrowings"
Net debt is the total amount a company owes after subtracting the cash and assets it has that can be used to pay off that debt. It shows how much debt is truly a burden, helping investors understand if a company is financially healthy or heavily borrowed. Think of it like calculating how much money you owe after using your savings to pay part of it.
Gross Margin financial
"We define Gross Margin as gross profit as a percentage of our net revenue."
Gross margin is the difference between how much money a company makes from selling its products and how much it costs to produce them, expressed as a percentage of sales. It shows how efficiently a company is turning sales into profit before other expenses like marketing or salaries. Higher gross margin means the company keeps more money from each sale, which is a good sign of financial health.
Active Customers financial
"We define Active Customers as the number of customers who have made at least one purchase across our platform"
Active customers are the count of distinct buyers or users who have engaged with a company’s product or service within a defined recent time frame (for example, the past month or quarter). Investors watch this measure because it shows how many people are actually using the business—similar to counting how many gym members showed up this month—helping assess growth, retention, revenue potential and whether marketing or products are converting interest into real activity.
Average Order Value financial
"We define Average Order Value (“AOV”) as the sum of the total gross sales before returns across our platform"
Average order value (AOV) is the typical amount a customer spends each time they place an order, calculated by dividing total sales by number of orders over a set period. It matters to investors because it shows how efficiently a company turns customer visits into revenue — higher AOV can boost profits without gaining more customers. Think of it like the average bill per table at a restaurant: increasing that bill raises overall sales even if the number of diners stays the same.
Net revenue $67,807 thousand Decreased from $81,520 thousand in prior-year quarter
Net loss $1,483 thousand Improved from $2,995 thousand net loss in prior-year quarter
Adjusted EBITDA $984 thousand Increased from $482 thousand in prior-year quarter
Gross Margin 48.6% Increased from 45.3% in prior-year quarter
Guidance

The company reaffirmed its financial outlook for the fiscal year ending January 3, 2027.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

How did Lulu’s Fashion Lounge (LVLU) revenue perform in Q2 2026?

Lulu’s Fashion Lounge reported Q2 2026 net revenue of $67,807 thousand, compared with $81,520 thousand in Q2 2025, reflecting a double-digit year-over-year decline while management focused on margins and inventory productivity.

Did Lulu’s Fashion Lounge (LVLU) generate positive Free Cash Flow in Q2 2026?

Yes. LVLU reported Free Cash Flow of $143 thousand in Q2 2026, compared with $(1,875) thousand in the prior-year quarter, driven by positive cash from operating activities and lower capitalized software and capital expenditures.

What is LVLU’s balance sheet position and equity as of June 28, 2026?

As of June 28, 2026, LVLU had total assets of $86,674 thousand and total liabilities of $88,176 thousand, resulting in stockholders’ equity of $(1,502) thousand, indicating liabilities exceeded assets at quarter end.

How did key operating metrics like Active Customers and AOV trend for LVLU?

For Q2 2026, LVLU reported Active Customers of 2,153 thousand, down from 2,460 thousand, while Average Order Value increased to $147 from $145, reflecting higher spend per order despite fewer active customers.

Did LVLU reaffirm its financial outlook for fiscal 2026?

Yes. Lulu’s Fashion Lounge reaffirmed its financial outlook for the fiscal year ending January 3, 2027, indicating management’s continued confidence in the turnaround strategy and planned performance for the remainder of the year.

How did LVLU’s Net Debt and cash balances change by June 28, 2026?

By June 28, 2026, LVLU’s cash and cash equivalents increased to $4,123 thousand from $2,661 thousand, and Net Debt improved to $(5,959) thousand compared with $(11,729) thousand at December 28, 2025.
0001780201false00017802012026-08-122026-08-12

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

August 12, 2026

Date of Report (date of earliest event reported)

Graphic

Lulu’s Fashion Lounge Holdings, Inc. 

(Exact name of Registrant as Specified in its Charter)

  

Delaware

 

001-41059

 

20-8442468

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

495 Ryan Avenue, Suite 125
Chico, California 95973

(Address of Principal Executive Offices) (Zip Code)

(530) 343-3545

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

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))

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 $0.001 per share

 

LVLU

 

The Nasdaq Stock Market LLC

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 2.02  Results of Operations and Financial Condition.

On August 12, 2026, Lulu’s Fashion Lounge Holdings, Inc. (“Lulus”) issued a press release containing Lulus’ financial results for its second quarter ended June 28, 2026 and reaffirming its financial outlook for the fiscal year ending January 3, 2027. A copy of Lulus’ press release is attached hereto as Exhibit 99.1.

The information contained in this Current Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d)  Exhibits

The following exhibits are furnished herewith:

Exhibit Number

  ​ ​ ​

Description

99.1

Press release issued by Lulu’s Fashion Lounge Holdings, Inc. on August 12, 2026.

104

Cover Page Interactive Data File (formatted as inline XBRL).

SIGNATURES

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

  ​ ​ ​

Lulu’s Fashion Lounge Holdings, Inc.

Date:

August 12, 2026

By:

/s/ Crystal Landsem

Crystal Landsem

Chief Executive Officer

Exhibit 99.1

Lulus Reports Second Quarter 2026 Results

Gross Margin increased 330 basis points in Q2’26 vs Q2’25

CHICO, Calif., August 12, 2026 -- Lulu’s Fashion Lounge Holdings, Inc. (“Lulus” or the “Company”) (Nasdaq: LVLU) today reported financial results for the second quarter ended June 28, 2026 and reaffirmed its financial outlook for the fiscal year ending January 3, 2027.

Crystal Landsem, CEO of Lulus, said:

“Our second quarter results reflect continued progress executing our turnaround strategy, with another quarter of meaningful margin expansion, improved profitability, stronger inventory productivity, and positive Adjusted EBITDA. We remained focused on disciplined inventory management, margin expansion, and operational efficiency, while continuing to invest in the categories and customer experiences that differentiate the Lulus brand. As a result, Gross Margin expanded 330 basis points year-over-year to 48.6%, our highest second-quarter Gross Margin rate since 2021. Compared with the second quarter of last year, net loss narrowed by $1.5 million, Adjusted EBITDA improved to positive $1.0 million, and inventory declined 23% as we further aligned our assortment with customer demand. While revenue trends remained below our historical levels, we continued to prioritize the long-term health of the business over short-term volume. The progress we are seeing in the new assortment and future reorder funnel reinforces our conviction that resetting the assortment around the categories and customers where Lulus has historically differentiated itself is improving SKU productivity, reorder adoption rates, customer economics, and the overall quality of the business. Our wholesale business again nearly doubled year-over-year, reinforcing that customer demand for the Lulus brand extends well beyond our owned channels. Looking ahead, we remain focused on balancing disciplined execution with strategic investments that strengthen customer engagement, support profitable growth, and position Lulus to deliver long-term value.”

Second Quarter 2026 Highlights:

Net revenue of $67.8 million, a 17% decrease compared to the same period last year, driven by a 17% decrease in Total Orders Placed and the impact of higher return rates driven primarily from sales mix, partially offset by a 1% increase in Average Order Value from $145 to $147, compared to the same period last year, and an increase in wholesale revenue.
Active Customers of 2.2 million, a 13% decrease compared to 2.5 million in the same period last year, and a decrease of 5% from first quarter 2026.
Gross profit decreased 11% to $33.0 million and Gross Margin increased 330 basis points to 48.6%, in each case compared to the same period last year.
Net loss of $1.5 million, compared to net loss of $3.0 million in the same period last year.
Adjusted EBITDA* of $1.0 million, compared to $0.5 million in the same period last year.
Inventory balance of $28.6 million, a 23% decrease compared to $37.3 million in the same period last year, reflecting the disciplined reset in casual apparel and footwear.
Net cash provided by operating activities of $0.6 million, compared to net cash used in operating activities of $1.4 million in the same period last year.
Free Cash Flow* of $0.1 million, compared to $(1.9) million in the same period last year.
Total debt decreased by $3.2 million and $4.3 million during the thirteen and twenty-six weeks ended June 28, 2026, respectively.  
Net Debt* increased by $0.1 million and decreased by $5.8 million during the thirteen and twenty-six weeks ended June 28, 2026, respectively.

Note: “*” represents a non-GAAP financial measure. See “Use of Non-GAAP Financial Measures and Other Operating Metrics” section below for definitions of these metrics.

1


Heidi Crane, CFO of Lulus, said:

“Throughout the second quarter, we remained disciplined in balancing profitability and inventory productivity, while continuing to refine our assortment and cost structure to support long-term financial performance. While the demand environment remained challenging, our actions drove a 330 basis point expansion in Gross Margin, positive Adjusted EBITDA of $1.0 million, and meaningful improvement in our bottom-line results year-over-year. Additionally, with positive year-to-date operating cash flow and Free Cash Flow, improved margins, and a more efficient cost structure, we believe we are well positioned to continue driving sustainable financial improvement as we move through the remainder of 2026.”

2026 Financial Outlook:

We are reaffirming our outlook for the full year fiscal 2026:

We expect Adjusted EBITDA to inflect to positive, compared to $(1.2) million in 2025, and the net revenue growth trend to improve year-over-year, compared to a decrease of 11% in 2025.
We expect capital expenditures to be between $2.0 million and $2.5 million, inclusive of capitalized software, comparable to 2025 levels.

Forecasting future results or trends is inherently difficult for any business, and actual results or trends may differ materially from those forecasted. Lulus’ outlook is based on current indications for its business. Lulus’ outlook factors in our current best estimates for anticipated headwinds, including those related to the level of tariffs, consumer demand, spending and returns by our customers, macroeconomic uncertainties, inflation, supply chain pressures, shipping and fuel costs, and the intended impact of our business initiatives in 2026 and cost-reduction measures. Given the volatile nature of current consumer demand and potential for further impacts to consumer behavior due to macroeconomic factors, including continued inflation, higher interest rates, the federal government shutdown, student loan repayment resumption, global political changes, including as a result of tariffs or bans, existing and future laws, regulations, and directives (including executive orders), as well as other world events, wars, and domestic and international conflicts that affect overall consumer confidence and the predictability of consumer purchasing behavior, Lulus’ financial outlook is subject to change.

2


LULU’S FASHION LOUNGE HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND

COMPREHENSIVE LOSS

(Unaudited)

(In thousands, except share and per share data)

Fiscal Quarters Ended

  ​ ​ ​

June 28,

  ​ ​ ​

June 29,

2026

2025

Net revenue

$

67,807

$

81,520

Cost of revenue

34,852

44,588

Gross profit

 

32,955

 

36,932

Selling and marketing expenses

18,381

21,993

General and administrative expenses

15,818

17,562

Loss from operations

 

(1,244)

(2,623)

Interest expense

(302)

(856)

Other income, net

54

546

Loss before benefit (provision) for income taxes

 

(1,492)

 

(2,933)

Income tax benefit (provision)

9

(62)

Net loss and comprehensive loss

(1,483)

(2,995)

Basic loss per share(1)

$

(0.52)

$

(1.08)

Diluted loss per share(1)

$

(0.52)

$

(1.08)

Basic weighted-average shares outstanding(1)

2,864,484

2,782,417

Diluted weighted-average shares outstanding(1)

2,864,484

2,782,417

(1)Amounts have been adjusted to reflect the 1-for-15 reverse stock split that became effective as of the opening of business on July 7, 2025. Refer to Note 8, Stockholders’ Equity (Deficit), in the Notes to the Condensed Consolidated Financial Statements included in the Quarterly Report on Form 10-Q for the period ended June 28, 2026, for more information.

3


LULU’S FASHION LOUNGE HOLDINGS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(In thousands, except share and per share data)

  ​ ​ ​

June 28,

  ​ ​ ​

December 28,

2026

2025

Assets

Current assets:

 

  ​

 

  ​

Cash and cash equivalents

$

4,123

$

2,661

Accounts receivable

 

2,734

 

1,712

Inventory, net

 

28,642

 

32,444

Assets for recovery

 

3,593

 

2,197

Income tax refund receivable, net

 

268

 

1,028

Prepaids and other current assets

 

3,686

 

3,606

Total current assets

 

43,046

 

43,648

Property and equipment, net

 

1,854

 

2,311

Goodwill

 

7,056

 

7,056

Tradename

 

18,509

 

18,509

Intangible assets, net

 

2,484

 

2,680

Lease right-of-use assets

13,154

14,521

Other noncurrent assets

 

571

 

639

Total assets

$

86,674

$

89,364

Liabilities and Stockholders' Equity (Deficit)

 

  ​

 

  ​

Current liabilities:

 

  ​

 

  ​

Accounts payable

$

17,423

$

8,340

Accrued expenses and other current liabilities

 

14,157

 

17,411

Returns reserve

 

12,459

 

10,289

Stored-value card liability

 

17,666

 

18,231

Asset Based Revolving Credit Facility – current

10,082

 

14,390

Lease liabilities, current

7,259

6,402

Total current liabilities

 

79,046

 

75,063

Lease liabilities, noncurrent

8,104

10,389

Other noncurrent liabilities

 

1,026

 

898

Total liabilities

 

88,176

 

86,350

Commitments and Contingencies (Note 7)

 

  ​

 

  ​

Stockholders' equity (deficit):

 

 

Preferred stock: $0.001 par value, 500,000 shares authorized, and no shares issued or outstanding

 

 

Common stock: $0.001 par value, 15,000,000 shares authorized; 3,011,528 and 2,971,729 shares issued and outstanding as of June 28, 2026 and December 28, 2025, respectively(1)

 

43

 

43

Additional paid-in capital

 

267,614

 

266,557

Accumulated deficit

 

(267,777)

 

(262,204)

Treasury stock, at cost, 146,555 shares outstanding as of June 28, 2026 and December 28, 2025(1)

(1,382)

(1,382)

Total stockholders' equity (deficit)

 

(1,502)

 

3,014

Total liabilities and stockholders' equity (deficit)

$

86,674

$

89,364

(1)Shares have been adjusted to reflect the 1-for-15 reverse stock split that became effective as of the opening of business on July 7, 2025. Refer to Note 8, Stockholders’ Equity (Deficit), in the Notes to the Condensed Consolidated Financial Statements included in the Quarterly Report on Form 10-Q for the period ended June 28, 2026, for more information.

4


LULU’S FASHION LOUNGE HOLDINGS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(In thousands)

  ​ ​ ​

Twenty-Six Weeks Ended

June 28,

June 29,

2026

  ​ ​ ​

2025

Cash Flows from Operating Activities

 

  ​

 

  ​

Net loss and comprehensive loss

$

(5,573)

 

$

(10,993)

Adjustments to reconcile net loss to net cash provided by operating activities:

 

 

Depreciation and amortization

 

2,125

 

2,628

Noncash lease expense

2,283

2,300

Gain on lease modification

(92)

Gain on lease termination

(229)

Amortization of debt discount and debt issuance costs

 

106

 

314

Loss on disposal of property and equipment

 

 

2

Equity-based compensation expense

 

1,345

 

2,756

Changes in operating assets and liabilities:

 

 

Accounts receivable

 

(1,022)

 

(1,167)

Inventories

 

3,802

 

(3,313)

Assets for recovery

 

(1,396)

 

(1,637)

Income tax payable

 

760

 

3,028

Prepaid and other current assets

 

(129)

 

(282)

Accounts payable

 

9,087

 

(4,588)

Accrued expenses and other current liabilities

 

(1,639)

 

20,455

Operating lease liabilities

(2,391)

(2,268)

Other noncurrent liabilities

 

128

 

52

Net cash provided by operating activities

 

7,486

 

6,966

Cash Flows from Investing Activities

 

  ​

 

  ​

Capitalized software development costs

 

(711)

 

(810)

Purchases of property and equipment

 

(132)

 

(276)

Other

 

 

33

Net cash used in investing activities

 

(843)

 

(1,053)

Cash Flows from Financing Activities

 

  ​

 

  ​

Repayments on revolving line of credit

 

 

(7,340)

Proceeds from borrowings on Asset Based Revolving Credit Facility

125,826

Repayments on Asset Based Revolving Credit Facility

(130,134)

Proceeds from issuance of common stock under ESPP

20

88

Principal payments on finance lease obligations

(585)

(636)

Withholding tax payments related to vesting of RSUs

(308)

(209)

Repurchase of common stock

(742)

Net cash used in financing activities

 

(5,181)

 

(8,839)

Net increase in cash and cash equivalents

 

1,462

 

(2,926)

Cash and cash equivalents at beginning of period

 

2,661

 

4,460

Cash and cash equivalents at end of period

$

4,123

$

1,534

5


Webcast & Conference Call Information

The Company will host a conference call and live webcast with the investment community at 5:00 p.m. Eastern Time today, Wednesday, August 12, 2026, to discuss its second quarter 2026 financial results. The live webcast will be accessible through the Investor Relations section of the Company’s website at https://investors.lulus.com/. To access the call through a conference line, dial 1-877-407-0792 (in the U.S.) or 1-201-689-8263 (international callers). A replay of the conference call will be posted shortly after the call and will be available for seven days following the call. To access the replay, dial 1-844-512-2921 (in the U.S.) or 1-412-317-6671 (international callers). The access code for the replay is 13761425.

About Lulus

Headquartered in California, but serving millions of customers worldwide, Lulus is a women’s clothing brand offering modern, feminine styles at accessible prices for every occasion. Our goal is to make every customer feel their most confident and beautiful for the moments that matter most. Founded in 1996 and delivering fresh styles almost every day, Lulus uses direct customer feedback and insights to refine product offerings and elevate the customer experience. Lulus’ world-class personal stylists, bridal concierge, and customer care team provide thoughtful, personalized service to shoppers around the world. Follow @lulus on Instagram and @lulus on TikTok. Lulus is a registered trademark of Lulu’s Fashion Lounge, LLC. All rights reserved.

Forward-Looking Statements

This press release contains “forward-looking statements” within the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical or current fact included in this press release are forward-looking statements, including but not limited to statements regarding our strategic priorities, business initiatives, demand trends, opportunities for long-term growth, and our financial outlook for the fiscal year ending January 3, 2027. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause Lulus’ actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, the risk factors discussed in Part I, Item 1A, “Risk Factors” in Lulus’ Annual Report on Form 10-K for the fiscal year ended December 28, 2025 and our other filings with the Securities and Exchange Commission which could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any such forward-looking statements represent management’s estimates as of the date of this press release. While Lulus may elect to update such forward-looking statements at some point in the future, it disclaims any obligation to do so, except as required by law, even if subsequent events cause its views to change.

Use of Non-GAAP Financial Measures and Other Operating Metrics

To supplement our condensed consolidated financial statements, which are prepared and presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”), we reference in this press release and the accompanying tables the following non-GAAP financial measures: Adjusted EBITDA, Adjusted EBITDA Margin, Net Debt and Free Cash Flow. The presentation of this non-GAAP financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP, and our non-GAAP measures may be different from non-GAAP measures used by other companies. We use these non-GAAP financial measures to evaluate our operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. Our management believes that these non-GAAP financial measures provide meaningful supplemental information regarding our performance and liquidity by excluding certain expenses that may not be indicative of our ongoing core operating performance. We believe that both management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when analyzing historical performance and liquidity and when planning, forecasting, and analyzing future periods. For a reconciliation of these non-GAAP financial measures to GAAP measures, please see the tables captioned “Reconciliation of Non-GAAP Financial Measures” included at the end of this release. Definitions of our non-GAAP financial measures and other operating metrics are presented below. We also use certain key operating metrics, including Gross Margin, Active Customers, and Average Order Value.

6


Adjusted EBITDA

Adjusted EBITDA is a non-GAAP financial measure that we calculate as net income (loss) before interest expense, income taxes or benefit, depreciation and amortization, adjusted to exclude the effects of equity-based compensation expense, goodwill impairment and other non-routine expenses. Adjusted EBITDA is a key measure used by management to evaluate our operating performance, generate future operating plans and make strategic decisions regarding the allocation of capital. In particular, the exclusion of certain expenses in calculating Adjusted EBITDA facilitates operating performance comparisons on a period-to-period basis and, in the case of exclusion of the impact of equity-based compensation, excludes items that we do not consider to be indicative of our core operating performance.

Adjusted EBITDA Margin

Adjusted EBITDA Margin is a non-GAAP financial measure that we calculate as Adjusted EBITDA (as defined above) as a percentage of our net revenue.

Active Customers

We define Active Customers as the number of customers who have made at least one purchase across our platform in the prior 12-month period. Active Customer count is measured as of the last day of the relevant period. We consider the number of Active Customers to be a key performance metric on the basis that it is directly related to consumer awareness of our brand, our ability to attract visitors to our digital platform, and our ability to convert visitors to paying customers. Active Customer counts are based on deduplication logic using customer account and guest checkout name, address, and email information.

Average Order Value

We define Average Order Value (“AOV”) as the sum of the total gross sales before returns across our platform in a given period, plus shipping revenue, less discounts and markdowns, divided by the Total Orders Placed (as defined below) in that period. AOV reflects the average basket size of our customers. AOV may fluctuate as we continue investing in the development and introduction of new Lulus merchandise and as a result of our promotional discount activity.

Free Cash Flow

Free Cash Flow is a non-GAAP financial measure that we calculate as net cash provided by (used in) operating activities less cash used for capitalized software development costs and purchases of property and equipment. We view Free Cash Flow as an important indicator of our liquidity because it measures the amount of cash we generate.  

Gross Margin

We define Gross Margin as gross profit as a percentage of our net revenue. Gross profit is equal to our net revenue less cost of revenue. Certain of our competitors and other retailers may report cost of revenue differently than we do. As a result, the reporting of our gross profit and Gross Margin may not be comparable to other companies.

Net Debt

Net Debt is a non-GAAP financial measure that is defined as total debt, which currently consists of borrowings under the Company’s 2025 credit agreement with White Oak Commercial Finance, LLC, as amended, less cash and cash equivalents. We consider Net Debt to be an important supplemental measure of our financial position, which allows us to analyze our leverage

Total Orders Placed

We define Total Orders Placed as the number of customer orders placed across our platform during a particular period. An order is counted on the day the customer places the order. We do not adjust the number of Total Orders Placed for any

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cancellation or return that may have occurred subsequent to a customer placing an order. Total Orders Placed, together with AOV, is an indicator of the net revenue we expect to generate in a particular period.

LULU’S FASHION LOUNGE HOLDINGS, INC.

KEY OPERATING AND FINANCIAL METRICS

(Unaudited)

Fiscal Quarters Ended

  ​ ​ ​

June 28, 2026

  ​ ​ ​

June 29, 2025

(13 weeks)

(13 weeks)

(In thousands, except Average Order Value and percentages)

Gross Margin

 

48.6

%

45.3

%

Net loss and comprehensive loss

$

(1,483)

$

(2,995)

Adjusted EBITDA (1)

$

984

$

482

Adjusted EBITDA Margin (1)

 

1.5

%

 

0.6

%

Active Customers

 

2,153

 

2,460

Average Order Value

$

147

$

145

Note: Refer to “Use of Non-GAAP Financial Measures and Other Operating Metrics” section above for definitions of these metrics.

(1)Refer to the table below for a reconciliation of net loss and net loss margin to non-GAAP Adjusted EBITDA and Adjusted EBITDA Margin for the thirteen weeks ended June 28, 2026 and June 29, 2025.

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LULU’S FASHION LOUNGE HOLDINGS, INC.

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

(Unaudited)

A reconciliation to non-GAAP Net Debt from total debt as of June 28, 2026 and December 28, 2025 is as follows:

As of

  ​ ​ ​

June 28, 2026

  ​ ​ ​

December 28, 2025

(In thousands)

Total debt (1)

 

$

(10,082)

$

(14,390)

Cash and cash equivalents

4,123

2,661

Net Debt

$

(5,959)

$

(11,729)

(1)Consists of borrowings under the Company’s 2025 credit agreement with White Oak Commercial Finance, LLC as of June 28, 2026, and December 28, 2025, which are presented as “Asset Based Revolving Credit Facility – current” in the Company’s Condensed Consolidated Balance Sheets in the Quarterly Report on Form 10-Q for the period ended June 28, 2026.

A reconciliation to non-GAAP Adjusted EBITDA and Adjusted EBITDA Margin from net loss and net loss margin for the thirteen weeks ended June 28, 2026 and June 29, 2025 is as follows:

  ​ ​ ​

Fiscal Quarters Ended

June 28, 2026

  ​ ​ ​ ​

June 29, 2025

(13 weeks)

(13 weeks)

(In thousands, except percentages)

Net loss and comprehensive loss

$

(1,483)

$

(2,995)

Excluding:

Depreciation and amortization

1,012

1,277

Interest expense

302

856

Income tax provision (benefit)

(9)

62

Equity-based compensation expense (1)

628

1,282

Other non-routine expense (2)

534

Adjusted EBITDA

$

984

$

482

Net loss margin

(2.2)

%

(3.7)

%

Adjusted EBITDA Margin

1.5

%

0.6

%

(1)The thirteen weeks ended June 28, 2026 include equity-based compensation expense for performance stock units (“PSUs”) granted during prior periods and restricted stock units (“RSUs”) granted during the period and prior periods. The thirteen weeks ended June 29, 2025 include equity-based compensation expense for PSUs and RSUs granted during the period and prior periods.

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(2)The thirteen weeks ended June 28, 2026 include primarily fees related to the Special Committee. A reconciliation to non-GAAP Free Cash Flow from net cash provided by operating activities for the thirteen weeks ended June 28, 2026 and June 29, 2025 is as follows:

  ​ ​ ​

Fiscal Quarters Ended

June 28, 2026

  ​ ​ ​

June 29, 2025

(13 weeks)

(13 weeks)

(In thousands)

Net cash provided by operating activities

$

586

$

(1,356)

Capitalized software development costs

(357)

(383)

Purchases of property and equipment

(86)

(136)

Free Cash Flow

$

143

$

(1,875)

Contact

investors@lulus.com

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Filing Exhibits & Attachments

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