lululemon athletica inc. (LULU) Risk Factors

Recent key developments

Concrete developments — dated events, named agreements and instruments, legal proceedings — that lululemon athletica inc. surfaced in its latest filing.

• In 2020 we acquired MIRROR, rebranded as lululemon Studio, and in 2023 discontinued its hardware and digital app-only subscription.2023
• Former CEO stepped down effective January 31, 2026.January 31, 2026
• Heidi O’Neill appointed as CEO effective September 8, 2026 via employment agreement dated April 21, 2026.April 21, 2026
• Paid $230 million of tariffs under the IEEPA.
• U.S. operating entity named as a defendant in a purported consumer class action relating to alleged tariff-related pricing actions and potential governmental tariff reimbursements.
• Our bilateral Advance Pricing Arrangement (APA) with the IRS and CRA expired at the end of 2020.2020
• In October 2025, the CRA withdrew from bilateral APA negotiations.October 2025
• Intend to file a new APA submission with CRA and IRS in fiscal 2026.2026
• On July 4, 2025, the U.S. passed the One Big Beautiful Bill Act, permanently extending certain TCJA provisions, reinstating expensing and depreciation, and modifying GILTI, FDII, and BEAT.July 4, 2025
• On January 5, 2026, the OECD released administrative guidance with a Side-by-Side system modifying Pillar Two GloBE Model Rules, providing a safe harbor for U.S.-parented MNEs.January 5, 2026
• Proxy contest with Dennis J. 'Chip' Wilson, including his December 29, 2025 notice to nominate three directors and a non-binding stockholder proposal to declassify the board.December 29, 2025
• Cooperation Agreement with Mr. Wilson and affiliates dated May 26, 2026, terminating 30 calendar days before the 2028 Annual Meeting bylaw deadline, unless earlier terminated.May 26, 2026