Form 8-K

8-K — lululemon athletica inc.

Accession: 0001397187-26-000131

Filed: 2026-10-07

Period: 2026-09-30

CIK: 0001397187

SIC: 2300 (APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — lulu-20260930.htm (Primary)

EX-99.1 — NEW LEADERSHIP TEAM STRUCTURE (lulu-20260930xex991.htm)

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Filename: lulu-20260930.htm · Sequence: 1

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

September 30, 2026

Date of Report (Date of earliest event reported)

lululemon athletica inc.

(Exact name of registrant as specified in its charter)

Delaware 001-33608 20-3842867

(State or other jurisdiction

of incorporation) (Commission

File Number) (IRS Employer

Identification No.)

1818 Cornwall Avenue

Vancouver, British Columbia

Canada, V6J 1C7

(Address of principal executive offices, including Zip Code)

Registrant's telephone number, including area code: (604) 732-6124

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading symbol(s) Name of each exchange on which registered

Common Stock, par value $0.005 per share LULU Nasdaq Global Select Market

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Departures

On November 6, 2026, Nikki Neuburger, our Chief Brand and Product Activation Officer, and Ted Dagnese, our Chief Supply Chain Officer, will depart from lululemon. Each departure will be treated as a termination without cause for purposes of the departing officer’s employment agreement.

Appointments

On September 30, 2026, we entered into an employment agreement with Maggie Gauger appointing her as our President and Chief Product Officer, a newly created role, effective October 26, 2026. Ms. Gauger joins lululemon from Athleta.

Ms. Gauger brings more than 28 years of experience in athletic and performance apparel and footwear across product, merchandising, brand, and commercial leadership. She most recently served as President and CEO of Athleta, where she advanced its transformation strategy spanning product innovation, stores, inventory, talent, and brand expression. Prior to Athleta, Ms. Gauger spent more than two decades at Nike, Inc., including as Vice President and General Manager of its North America Women’s Business. Over her tenure, she also led Nike’s Global Direct Acceleration strategy and held leadership roles across women’s performance, including North America Running and Global Tennis. Ms. Gauger holds a Bachelor of Arts from Oregon State University.

Under her employment agreement, she will receive an annual base salary of $1,000,000, eligibility for an annual bonus with a target of 150% of base salary, a sign-on bonus of $1,900,000 (subject to pro-rata repayment if she voluntarily resigns or is terminated for cause within 24 months), a one-time RSU grant with a value of $2,800,000 vesting over two years, reimbursement of up to $500,000 for amounts required to be repaid to her former employer, participation in our benefit plans, and customary severance protections.

On September 30, 2026, we entered into an employment agreement with Joseph Godsey appointing him as our Chief Operating Officer, a newly created role, effective October 26, 2026. Mr. Godsey joins lululemon from Walmart Canada.

Mr. Godsey brings more than 20 years of enterprise leadership experience across global, product-led businesses, with an end-to-end perspective spanning commercial, technology, and operational capabilities across markets. He most recently served as Chief Growth Officer of Walmart Canada, where he led its multi-billion-dollar e-commerce business, as well as advertising, financial services, membership, analytics, data services, and product. Previously, Mr. Godsey served as Chief Supply Chain Officer of Sam’s Club, where he led the transformation of its end-to-end supply chain. Earlier, he spent 15 years at adidas in leadership roles across digital commerce, retail, technology, marketing, omnichannel, and supply chain, including leading its global digital business and later its North American supply chain. Mr. Godsey holds an MBA from the International Institute for Management Development (IMD) and Bachelor of Science degrees in Computer Engineering and Political Science from Clemson University.

Under his employment agreement, he will receive for an annual base salary of $700,000, eligibility for an annual bonus with a target of 100% of base salary, a sign-on bonus of $650,000 (subject to pro-rata repayment if he voluntarily resigns or is terminated for cause within 24 months), a one-time RSU grant with a value of $2,000,000 vesting over two years, participation in our benefit plans, and customary severance protections.

The foregoing descriptions of the employment agreements do not purport to be complete and are qualified in their entirety by reference to the employment agreements, copies of which will be filed with the SEC.

Item 7.01.

Regulation FD Disclosure.

In connection with the leadership changes described above, Meghan Frank will continue to serve as our Chief Financial Officer and will take on expanded responsibilities, including interim oversight of our global brand and global technology functions until a Chief Brand Officer and a new Chief Technology Officer are appointed. In connection with these expanded responsibilities, Ms. Frank will receive a retention equity award.

A copy of the press release issued in connection with these changes is attached as Exhibit 99.1 and is incorporated by reference in this report.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description

99.1

Press release dated October 7, 2026

104 Cover Page Interactive Data File (formatted in iXBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

lululemon athletica inc.

Dated: October 7, 2026 /s/ MEGHAN FRANK

Meghan Frank

Chief Financial Officer

EX-99.1 — NEW LEADERSHIP TEAM STRUCTURE

EX-99.1

Filename: lulu-20260930xex991.htm · Sequence: 2

Document

Exhibit 99.1

lululemon Announces New Leadership Team Structure to Drive Next Chapter of Growth

Integrated model enables product elevation and builds on the power of lululemon’s brand to deliver a differentiated guest experience and renewed focus on the Company’s distinctive strengths

Appointments and transitions establish clear leadership across product, brand, operations, and communications, alongside continuity in key leadership roles

Maggie Gauger appointed President & Chief Product Officer and Joseph Godsey appointed Chief Operating Officer

VANCOUVER, British Columbia — October 7, 2026 — (BUSINESS WIRE) — lululemon athletica inc. (NASDAQ: LULU) today announced a new Senior Leadership Team structure designed to strengthen the Company’s competitive position and build the capabilities required for its next chapter of growth. The Company has appointed Maggie Gauger as President & Chief Product Officer and Joseph Godsey as Chief Operating Officer, effective October 26, 2026, both of which are newly created roles. Searches are underway for a Chief Brand Officer, Chief Communications Officer, and Chief Technology Officer.

With these changes, lululemon also announced today that Nikki Neuburger, Chief Brand & Product Activation Officer, and Ted Dagnese, Chief Supply Chain Officer, will leave the Company to pursue other opportunities. Both leaders will depart on November 6, 2026, and help ensure a smooth transition. lululemon is grateful to Ms. Neuburger and Mr. Dagnese for the significant contributions they have made to help shape and grow the Company and the impact they have had on their respective organizations.

Today’s announcement is an important step in building upon what has made lululemon distinctive and enhancing the leadership team and capabilities already in place. The evolved leadership structure will shape lululemon’s next chapter, with a focus on innovative and high-quality product, a distinctive brand and guest experience, and greater operational excellence.

“lululemon is a rare, extraordinary brand, but we have work to do to build a stronger and more competitive company,” said Heidi O’Neill, Chief Executive Officer of lululemon. “We are establishing a deeply experienced leadership team that will work in a more coordinated manner, aligned around the strategy and execution that delivers the most impact for our guests, our communities, and our business. That starts with putting product, design, and innovation at the center of how we operate, with the focus and accountability to create a stronger pipeline of differentiated product to raise the bar for our guests across every touchpoint, in stores and online.”

Ms. O’Neill added, “Developing stronger connections between brand, product, and the guest experience will support a unified approach across these core elements of the business. This is an important first step in reinvigorating our enduring connection with guests and is designed to establish the foundation for sustainable, long-term growth. As part of this evolution, I want to thank Nikki and Ted for their significant contributions to lululemon. We are grateful for their leadership and commitment to our people, guests, and brand, and wish them every success in their future endeavors.”

The new leadership team structure is designed to work cohesively to strengthen product and brand while enabling greater operational excellence to drive outcomes across the business. The following appointments, transitions, and searches are part of this evolution:

•Maggie Gauger has been appointed President & Chief Product Officer, effective October 26. Ms. Gauger joins lululemon from Athleta, where she most recently served as President & CEO. The newly created President & Chief Product Officer role will bring together design, merchandising, footwear, product innovation, and materials science to strengthen lululemon’s end-to-end product creation engine and build a pipeline of innovative and distinctive product. This new structure is designed to enable greater focus and speed from product vision through execution while raising the bar for product excellence, technical innovation, and differentiated value for guests. Ms. Gauger will be responsible for translating brand strategy into compelling product that is intended to deeply resonate with lululemon guests. The existing leadership team across merchandising and design will report to the President & Chief Product Officer.

•Joseph Godsey has been appointed Chief Operating Officer, effective October 26. Mr. Godsey joins lululemon from Walmart Canada, where he most recently served as Chief Growth Officer. This newly created role will bring together the Company’s sourcing and production, commercialization, go-to-market, fulfillment, planning and allocations, and sustainability portfolios to strengthen product quality, execution across the business, and speed-to-market. It will connect the product and brand vision through the value chain, creating clear leadership across operating priorities and enabling teams to work in a more connected and simplified way. Mr. Godsey will focus on driving efficiency to accelerate product transformation and guest experience excellence.

•A search is underway for lululemon’s next Chief Brand Officer, who will serve as the global lead across brand marketing, brand creative, store experience, and community, which includes sports marketing, partnerships, and social impact. They will also work closely with the Company’s regional integrated marketing teams. The role will be responsible for building a distinctive and more relevant expression of the lululemon brand and deepening connection with guests and communities across every touchpoint, with a strong focus on the store experience. The Company will announce an appointment once the search is complete.

•A search is underway for lululemon’s next Chief Communications Officer, who will now report directly to the CEO and join the Senior Leadership Team. This role will oversee the Company’s global communications function, including corporate affairs, consumer PR, and internal communications and experiences. This change brings communications closer to the Company’s strategy and key business decisions, strengthening how lululemon engages its teams and external stakeholders. The Company will announce an appointment once the search is complete.

•A search is underway for lululemon’s next Chief Technology Officer, who will lead product and supply chain technology, digital and omni technology, corporate technology, enterprise data and AI, and cybersecurity. The position will focus on strategically leveraging technology across every touchpoint in the business to enhance communications and collaboration, accelerate a more connected and AI-enabled approach to technology, drive efficiency in processes, improve agility and speed-to-market, and create more engaging and personalized guest experiences. The Company will announce an appointment once the search is complete.

•Meghan Frank will continue to serve as Chief Financial Officer and take on expanded responsibilities to provide leadership continuity across the business during this transition. In addition to leading the finance and strategy functions, Ms. Frank will have interim oversight of the global brand and technology functions until a Chief Brand Officer and a new Chief Technology Officer are in place. She will work closely with Ms. O’Neill to connect strategic priorities and decisions across the organization and build the go-forward strategy. A search is also underway for a Chief Strategy Officer, who will report to Ms. Frank, and the Company will announce an appointment once the search is complete.

This structure builds on the strength of key leaders in place and maintains continuity across other critical areas of the business. André Maestrini will continue as President & Chief Commercial Officer, leading the Company’s global commercial organization and bringing the product and brand strategy to guests across markets and channels. Shannon Higginson will continue to serve as Chief Legal & Compliance Officer, and Susan Gelinas as Chief People & Culture Officer. Each will report to Ms. O’Neill. Together with Ms. Frank and the leaders appointed to the roles outlined above, they will comprise lululemon’s Senior Leadership Team.

About Maggie Gauger

Maggie Gauger brings more than 28 years of experience in athletic and performance apparel and footwear across product, merchandising, brand, and commercial leadership. She most recently served as President and CEO of Athleta, where she advanced its transformation strategy spanning product innovation, stores, inventory, talent, and brand expression. Prior to Athleta, Ms. Gauger spent more than two decades at Nike, Inc., including as Vice President and General Manager of its North America Women’s Business. Over her tenure, she also led Nike’s Global Direct Acceleration strategy and held leadership roles across women’s performance, including North America Running and Global Tennis. Ms. Gauger holds a Bachelor of Arts from Oregon State University.

About Joseph Godsey

Joseph Godsey brings more than 20 years of enterprise leadership experience across global, product-led businesses, with an end-to-end perspective spanning commercial, technology, and operational capabilities across markets. He most recently served as Chief Growth Officer of Walmart Canada, where he led its multi-billion-dollar e-commerce business, as well as advertising, financial services, membership, analytics, data services, and product. Previously, Mr. Godsey served as Chief Supply Chain Officer of Sam’s Club, where he led the transformation of its end-to-end supply chain. Earlier, he spent 15 years at adidas in leadership roles across digital commerce, retail, technology, marketing, omnichannel, and supply chain, including leading its global digital business and later its North American supply chain. Mr. Godsey holds an MBA from the International Institute for Management Development (IMD) and Bachelor of Science degrees in Computer Engineering and Political Science from Clemson University.

About lululemon

lululemon (NASDAQ: LULU) is a technical athletic apparel, footwear, and accessories company for yoga, running, training, and most other activities, creating transformational products and experiences that build meaningful connections, unlocking greater possibility and wellbeing for all. Setting the bar in innovation of fabrics and functional designs, lululemon works with yogis and athletes in local communities around the world for continuous research and product feedback. For more information, visit lululemon.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements in this release include, but are not limited to, statements regarding the expected benefits of the leadership changes described above, the Company’s strategic plans and initiatives, including planned organizational changes and executive searches, and the Company’s expectations regarding its competitive position, growth, and operational excellence. These forward-looking statements are based on the Company’s current expectations and are subject to risks and uncertainties that could cause actual results to differ materially from those projected. Factors that could cause actual results to differ include, among others, the risks and uncertainties described in the Company’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events.

Contacts

Investor Contacts

lululemon athletica inc.

Howard Tubin

1-604-732-6124

ICR, Inc.

Joseph Teklits

1-203-682-8200

Media Contact

lululemon athletica inc.

Madi Wallace

1-604-732-6124

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