Stitch Fix (SFIX) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on December 12, 2024, to elect directors, vote on executive compensation, ratify the auditor, and address other business.

• Only stockholders of record as of October 18, 2024, are entitled to vote, with Class A shares having one vote and Class B shares ten votes each.

• The Board recommends voting for all director nominees, for annual say-on-pay votes, for executive compensation, and for ratifying Deloitte & Touche LLP as auditor.

Voting matters and shareholder proposals

• Four proposals: election of three directors, advisory vote on frequency of say-on-pay, advisory vote on executive compensation, and ratification of Deloitte & Touche LLP as auditor.

• Board recommends annual say-on-pay votes and approval of executive compensation.

• Shareholder proposals for the 2025 meeting must be submitted by July 4, 2025, for inclusion in proxy materials.

Board of directors and corporate governance

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

• Six of eight directors are independent per Nasdaq standards; CEO and Executive Chair are not independent.

• Board leadership includes an Executive Chair and a lead independent director to balance oversight.

• Board diversity: 50% women, 50% people of color, and representation across multiple backgrounds.

• Three standing committees: Audit, Compensation, and Nominating and Corporate Governance, all with independent members.