Wilson requested quarterly strategy and product briefings for himself and his son, a founder-controlled committee, and the right to name his own director replacements. The board said no to all of it ahead of the June 25 vote.
The governance dispute between lululemon athletica and its founder appears to have reached a point of no return. The company filed definitive proxy materials on Monday, 8 am Vancouver time, publicly rejecting Chip Wilson’s three board candidates and urging shareholders to back its own slate ahead of the June 25 annual meeting.
Wilson, who stepped down as CEO in 2005 and left the board in 2015, nominated three candidates – former ESPN marketing executive Laura Gentile, former Activision Blizzard segment chief Eric Hirshberg, and former On co-CEO Marc Maurer – arguing they could restore the brand’s creative edge. The company’s board dismissed all three, citing the absence of public company board experience in Gentile and Hirshberg’s records and flagging Maurer’s personal stake in a direct competitor as a governance concern.
The company’s own slate for the June vote consists of Chip Bergh, who led Levi Strauss & Co.’s turnaround over 12 years; Esi Eggleston Bracey, former Chief Growth and Marketing Officer at Unilever; and Teri List, current Audit Committee Chair and former CFO at The Gap and Kraft Heinz.
This marks lululemon’s first public response to Wilson since his campaign escalated late last year, following the breakdown of settlement talks.
In unusually direct language, the board said Wilson sought quarterly briefings for himself and his son on upcoming product seasons and strategy, the creation of an “innovation and strategy committee” to be chaired by one of his nominees, and the ability to personally name replacements if any of his directors left the board. The company rejected the requests.
The fight is unfolding against a weakening operating backdrop. Revenue growth slowed to 10 percent in fiscal 2024, and North America comparable sales edged down. The leadership picture also shifted in December 2025, when the company named former Nike executive Heidi O’Neill as its next chief executive, set to start in September 2026. Until then, the business is being run by interim co-CEOs CFO Meghan Frank and President and Chief Commercial Officer André Maestrini. Wilson publicly criticized O’Neill’s appointment in April.
Shares are down about 40 percent this year, pressured by tariffs, softer discretionary spending, and intensifying competition from brands including Vuori and Alo. For fiscal 2025, lululemon reported $11.1 billion in revenue, $2.2 billion in operating income, and $1.8 billion in cash.
Wilson remains the company’s second-largest shareholder. The board’s filings repeatedly pointed to his investment and leadership role in what it described as a direct competitor, framing the ties as a conflict-of-interest concern. Wilson did not immediately respond to the filing.
Lululemon’s definitive proxy materials, including the proxy statement and board recommendations for the 2026 Annual Meeting, are available at voteforlululemon.com.
