NEW YORK, December 30, 2025, 14:50 ET — Regular session
- lululemon shares fell about 0.6% as founder Chip Wilson pushed a proxy contest for board changes.
- The company said its board will review Wilson’s nominees and outline a recommendation ahead of the 2026 annual meeting.
- The challenge lands amid a CEO transition after Calvin McDonald said he will step down on Jan. 31.
Shares of lululemon athletica inc. fell about 0.6% to $211.30 in afternoon trading on Tuesday after founder Chip Wilson launched a proxy fight — a campaign to win shareholder votes for board seats — seeking to reshape the board. The stock had gained about 2% on Monday, Reuters reported.
The board fight comes as the athletic apparel maker searches for a permanent chief executive after Calvin McDonald said he would step down on Jan. 31. Chief financial officer Meghan Frank and chief commercial officer André Maestrini are set to serve as interim co-CEOs, the company said.
Why it matters now: lululemon shares have lost nearly half their value in 2025 as the company has struggled to regain momentum with younger, affluent shoppers and faced fast-growing rivals such as Alo Yoga and Vuori. Activist pressure has also risen after Elliott Management disclosed a stake earlier this month, Reuters reported.
Wilson said he has nominated former On Running co-CEO Marc Maurer, former ESPN chief marketing officer Laura Gentile and former Activision CEO Eric Hirshberg for election at the 2026 annual meeting. He also plans to press for the board to be “declassified” — meaning all directors would face annual elections rather than staggered terms — a filing showed. Reuters+1
lululemon said its board will evaluate the nominees under its governance process and urged shareholders not to take any action for now. The company said it had asked Wilson to share nominee names earlier in an effort to avoid a “costly and distracting” contest, but he declined until submitting his notice. SEC
“Adding three new board members seems like something that Lululemon would be willing to do,” Morningstar analyst David Swartz said, while noting only Maurer has direct experience in the category. Reuters
The move in lululemon contrasted with a largely steady broader market, with the SPDR S&P 500 ETF down slightly and the consumer discretionary sector off about 0.2%. Athletic-apparel peers were mixed, with Nike down marginally while Under Armour jumped more than 8%.
Wilson holds a 4.27% stake in lululemon as of December, according to LSEG data cited by Reuters. A person familiar with his thinking told Reuters he was not working with any other investor on the board challenge.
Elliott disclosed a roughly $1 billion stake earlier this month, and Reuters has reported the activist had been working with former Ralph Lauren executive Jane Nielsen as a possible CEO candidate. Wilson has spoken with Nielsen but would not support a CEO selected before board changes, the source said.
In its response, lululemon defended its board’s record and pointed to shareholder returns, saying cumulative share repurchases since fiscal 2015 exceed $5.5 billion. The company also said it expects fiscal 2025 revenue of about $11.0 billion based on its guidance.
Investors are now watching for the next round of filings ahead of the 2026 annual meeting, including the company’s definitive proxy statement and any detailed platform from Wilson’s camp. The CEO search remains a near-term swing factor, with the board describing its aim to find a leader who can guide the company through “growth and transformation.” SEC+1
lululemon trades at about 11 times earnings, according to market data, keeping sentiment tightly tied to governance headlines and any clarity on leadership in the weeks ahead.
