Lululemon settles proxy battle with founder Chip Wilson

Lululemon is ending its feud with founder Chip Wilson. 

The athletic apparel company entered into an agreement with Wilson on Wednesday that ended a messy proxy contest the founder started late last year as its largest individual shareholder. 

Under the terms of the deal, Luluelmon has agreed to appoint two of Wilson’s nominees – former On co-CEO Marc Maurer and former ESPN Chief Marketing Officer Laura Gentile – and an additional director with “product and brand expertise in apparel” by October. 

In exchange, Wilson agreed not to bad-mouth the company for about a year and a half, among other provisions.

Lululemon’s shares were up more than 3% in afternoon trading.

Wilson previously asked the company to reimburse expenses associated with his proxy contest, but ultimately agreed instead to a donation that Lululemon will make to Kitsilano Beach in Vancouver, British Columbia, where Lululemon was founded, to support athletics, art and landscaping. 

“We are pleased to reach this agreement with Chip Wilson, which allows lululemon to focus on continuing to strengthen its performance,” said Marti Morfitt, Lululemon’s executive chair, in a press release. 

“We look forward to welcoming Laura and Marc, who will bring additional perspective to our existing group of qualified directors. Lululemon now has a clear path forward for our incoming CEO, Heidi O’Neill, and our leadership team, as we continue to advance our strategies to foster strong brand health, reaccelerate growth, and deliver enhanced value for our shareholders.”

Wilson said the appointees, alongside strategic changes already made, “reflect meaningful progress toward restoring the company’s product-first vision and unlocking tremendous value for shareholders.”

The founder, who has been publicly sparring with the company since late last year, was nearing a deal with Lululemon two weeks ago, but settlement talks fell apart when he upped his demands. 

Lululemon then took the proxy contest public, issuing a scathing letter to shareholders where it said Wilson had “outdated perspectives” and “troubling conflicts of interest” that will derail its turnaround plan.

“Wilson, who stopped serving on the Board over a decade ago for well-documented reasons, has been attacking the company and the Board for many years, damaging the brand and hurting shareholders. He has now put forward three opposing nominees in an attempt to regain increased influence over the company that he has coveted since he left,” the letter stated. 

At the time, the company said its board “firmly believes that replacing any of lululemon’s directors with Mr. Wilson’s less qualified nominees would endorse his misguided perspectives, deprive the company of critical skills and expertise, and risk derailing our progress in an especially pivotal time for our business and organization.” 

Soon after Lululemon issued its letter to shareholders, Wilson released his own press release saying he was under the impression he and the retailer were in agreement and there is “no reason” why they can’t “reach a resolution to this fight quickly.”

Just over a week later, the sides announced a deal.

Wilson has long been critical of Lululemon since he stepped down as chairman in 2013, but ramped up his attacks in recent months as the retailer’s performance faltered and its share price plummeted. 

Following several years of rapid growth, Lululemon’s business in the Americas, its largest market, has slowed as it navigates tariff costs, an unsteady U.S. consumer and a product assortment that’s failed to win over shoppers in the same way it once did. 

It also faced steep competition from upstarts like Vuori and Alo Yoga as the global athleisure market started to cool.

When it reported fiscal fourth-quarter earnings in March, Lululemon issued weak fiscal 2026 guidance and warned higher tariffs and its proxy battle with Wilson would weigh on its bottom line. As of Tuesday’s close, the company’s shares are down almost 39% year to date.