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Lululemon founder expresses readiness for constructive board resolution

Chip Wilson, founder of Canadian brand Lululemon Athletica (Lululemon) and one of the largest shareholders of the company, has released a statement regarding ongoing settlement discussions with the board of directors. Wilson expressed optimism about reaching a swift conclusion to the public dispute, highlighting that both parties appeared to be aligned on major terms late last week.

Wilson stated that there is no reason why a resolution cannot be achieved quickly. He noted that while the board has not provided specific details regarding current points of disagreement, full agreement on principal terms seemed evident as of Friday last week. Wilson remains willing to be constructive, expressing confidence in the independent nominees put forward to bring brand and marketing expertise to the company.

Board proposed eight principal terms for settlement

The dispute saw progress on May 13, 2026, when Lululemon chair Chip Bergh proposed eight principal terms on behalf of the board in an email copying director Marti Morfitt. The proposal outlined the appointment of two of Wilson's nominees to the board after the annual general meeting, alongside the addition of one mutually agreed director before October 2026. Furthermore, one incumbent director would step down at the annual general meeting in 2027.

The board also offered to add the two nominees to the corporate governance and sustainability committee, while creating a product and brand advisory council to seat a third nominee. Additional terms included the acceptance of a board declassification proposal and a recommendation for a supportive vote on the proxy. In exchange, the board required a two-year standstill and non-disparagement agreement, alongside a mutually agreed press release.

Shareholder seeks market standard conditions in response

Wilson responded to the proposal on May 14, 2026, accepting the eight key terms in principle while detailing specific preferences regarding the timing of director appointments. He rejected the concept of pocket resignations for his nominees and requested terms aligned with market standards, such as replacement rights and expense reimbursement.

The founder also requested regular dialogue with board members, framing it as customary engagement for a large, active investor. Wilson clarified that his focus remains on ensuring the board possesses the correct skills, prioritizing brand and product expertise to help Lululemon return to form. He dismissed claims that he intends to dictate corporate strategy, stating his hope is simply to maintain regular communication with governance leadership.


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Chip Wilson
Lululemon