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Dissatisfied with the frequent failure of the board's strategy, the founder of Lululemon (LULU.US) initiated a battle for agency rights

Zhitongcaijing·12/30/2025 08:33:08
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The Zhitong Finance App learned that Chip Wilson, founder of Lululemon Athletica (LULU.US), said on Monday that he had initiated an agency battle to nominate three independent directors to join the company's board of directors. Just over two weeks ago, the apparel maker announced the departure of CEO Calvin McDonald, but a successor has yet to be determined. Since this year, Lululemon's stock price has dropped by nearly half, and the company is struggling to gain the support of young and affluent consumers, while also dealing with intense competition from rapidly growing emerging competitors such as Alo Yoga and Vuori, as well as pressure from aggressive investor Elliott Management.

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Wilson has nominated three director candidates to Lululemon's board of directors, including former On Running Co-CEO Marc Maurer, former ESPN Chief Marketing Officer Laura Gentile, and former Activision Blizzard CEO Eric Hirshberg.

While searching for formal successors, the board appointed Chief Financial Officer Meghan Frank and Chief Commercial Officer André Maestrini as interim co-CEOs. According to previous reports, it was revealed earlier this month that Elliott Management, which holds Lululemon's $1 billion shares, has been working closely with former Ralph Lauren (Ralph Lauren) executive Jane Nielsen for several months to discuss the possibility of him as CEO.

When asked if Wilson is partnering with activist investor Elliott Management to drive the board reshuffle, a person familiar with Wilson's ideas said he has not collaborated with any other investors. The source added that Elliott's search for a new CEO will not affect Wilson's plans.

Sources said Wilson had communicated with Nielsen, but any CEO selected by the company before the board was reshuffled would not receive Wilson's support.

Wilson said in a statement: “The recently announced CEO change is the third complete failure of board supervision, and there is no clear succession plan. Shareholders are unconvinced that the current board of directors can elect and support the next CEO without the participation of a board with more extensive product experience.”

Lululemon said its board of directors will evaluate director candidates nominated by Wilson in due course in accordance with the board governance process, adding that the company has begun a comprehensive CEO selection process. The board of directors will review and consider Wilson's nomination and make a formal recommendation in the company's final proxy statement prior to the 2026 Annual General Meeting of Shareholders.

Morningstar analyst David Swartz said, “It seems Lululemon would be happy to add three new board members. That would at least stop Wilson from continuing to attack the board of directors. The nominees looked good, although only one of the three (Maurer) had direct experience in Lululemon's industry.”

Wilson probably didn't seek a board seat for himself because he holds a large share in Lululemon's rival Amafen Sports (AS.US).

Wilson's relationship with Lululemon

According to LSEG data, as of December 2025, Wilson was one of Lululemon's largest independent shareholders, holding 4.27% of the shares. The founder of the yoga wear maker had previously called for an urgent search for a CEO to replace McDonald's, led by a group of independent directors with deep knowledge of the company to restore the company's “product first” philosophy. This isn't the first time Wilson has pushed for changes to Lululemon's board of directors.

After starting the clothing company in 1998, Wilson withdrew from daily operations in 2012 and resigned as chairman a year later due to a recall of quality issues with the yoga pants incident that was too “transparent”. The incident sparked a PR storm, leading to the departure of several executives.

He also resigned as a director in 2015 due to a conflict with the board of directors over strategic issues. However, an agency battle was avoided after Wilson agreed to sell about half of the 27% of his shares to private equity firm Advent International for two additional board seats at a price of $845 million.