Lululemon proxy war with Chip Wilson goes public, sets annual meeting

Lululemon is showing its teeth. 

The Vancouver, British Columbia-based athleticwear company is taking its battle with activist founder Chip Wilson public, writing in a letter to shareholders on Monday he has “outdated perspectives” and “troubling conflicts of interest” that will derail its turnaround plan, materials reviewed by CNBC show. 

The letter, Lululemon’s first major public response to Wilson since his proxy battle ramped up late last year, comes after settlement talks with the retailer’s founder fell apart last week, the materials show. The missive lays out why the company’s strategy, its incoming CEO Heidi O’Neill and board nominees are ultimately best for shareholders as it urged them to vote in its favor and set June 25 as the date for its long-awaited annual meeting. 

“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, viewed by CNBC, states. 

“Your 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.” 

Wilson, Lululemon’s largest individual shareholder with a 8.97% stake, issued a press release later on Monday saying he thought he and Lululemon were in agreement as of Friday, and there is “no reason” why they can’t “reach a resolution to this fight quickly.”

“The Board has not provided me with detail on where our disagreements lie right now … I remain undeterred and willing to be constructive. I am confident in the skillsets of our highly qualified independent nominees that bring unmatched brand and marketing expertise,” said Wilson. “I stand ready to do what is best for all shareholders of lululemon with this campaign, be it a vote or resolution with the board.”

Lululemon’s business has been under pressure for around two years, particularly in the Americas, its largest market, as it navigates the impact of tariffs, a shaky U.S. consumer and a product assortment that’s failed to wow shoppers in the same way it once did. It has also faced steep competition in the athleisure space from upstarts like Vuori and Alo Yoga as the global athleisure market started to cool.

When reporting 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 Friday’s close, the company’s shares are down almost 43% this year.

Wilson, who founded Lululemon in 1998, stepped down as CEO in 2005 but stayed on as chairman until…