Form 8-K

 

 

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

June 6, 2012

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.)

400-1818 Cornwall Ave

Vancouver, British Columbia

Canada, V6J 1C7

(Address of principal executive offices, including Zip Code)

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

 

 

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))

 

 

 


Item 5.07 Submission of Matters to a Vote of Security Holders.

At the lululemon athletica inc. (the “Company”) 2012 Annual Meeting of Stockholders held on June 6, 2012, the matters on which the stockholders voted, in person or by proxy, were:

 

  1. to elect one Class I director to hold office for a two-year term and until his successor is elected and qualified, and to elect four Class II directors to hold office for a three-year term and until their respective successors are elected and qualified;

 

  2. to approve the performance-based equity incentive provisions in our 2007 Equity Incentive Plan, as amended, as required by Section 162(m) of the Internal Revenue Code; and

 

  3. to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent public accounting firm for the fiscal year ending February 3, 2013.

The five nominees were elected, the performance-based equity incentive provisions in our 2007 Equity Incentive Plan, as amended, as required by Section 162(m) of the Internal Revenue Code, were approved, and the appointment of the independent registered public accounting firm was ratified. The results of the voting were as follows:

Election of Directors:

 

Director

   Votes For      Votes
Withheld
     Broker
Non-Votes
 

Christine M. Day

     125,510,572         59,014         9,449,415   

Martha A.M. Morfitt

     125,510,395         59,191         9,449,415   

Rhoda M. Pitcher

     120,892,987         4,676,599         9,449,415   

Emily White

     125,509,327         60,259         9,449,415   

Jerry Stritzke

     125,435,442         134,144         9,449,415   

Approval of the Performance Based Equity Incentive Provisions in our 2007 Equity Incentive Plan, as amended, as required by Section 162(m) of the Internal Revenue Code:

 

Votes For

   Votes
Withheld
  

Votes
Against

   Broker
Non-Votes

104,612,536

   43,933    20,913,117    9,449,415

Ratification of Appointment of Independent Registered Public Accounting Firm:

 

Votes For

  

Votes

Withheld

  

Votes

Against

134,910,950

   50,343    57,708


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: June 6, 2012

     

/s/ JOHN E. CURRIE

      John E. Currie
      Chief Financial Officer