Lulu's Fashion Lounge (LVLU) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for June 10, 2025, to be held virtually, with voting on key proposals including director elections, auditor ratification, and a reverse stock split amendment.

• Record date for voting is April 16, 2025, with 42,942,378 shares of common stock outstanding and entitled to vote.

• Forward-looking statements address business plans, strategies, and ESG initiatives, with risks highlighted in the company's annual report.

Voting matters and shareholder proposals

• Election of three Class I Directors (Dara Bazzano, John Black, Kelly McCarthy) to serve until 2028.

• Ratification of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending December 28, 2025.

• Approval of a reverse stock split amendment, with a split ratio between 1-for-2 and 1-for-22, at the Board's discretion within one year.

• Board recommends voting FOR all proposals.

Board of directors and corporate governance

• Board consists of six members, divided into three staggered classes with three-year terms.

• Majority of directors are independent; Board Chair and CEO roles are separated.

• Stockholders Agreement grants significant shareholders nomination rights for Board seats.

• Board committees include Audit, Compensation, and Nominating and Corporate Governance, all with independent members.

• Board and committee meetings were well attended in 2024.