SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* H.I.G. Growth Partners Lulu's, L.P. (Last) (First) (Middle) 1450 BRICKELL AVENUE, 31ST FLOOR (Street) MIAMI 33131 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/10/2021	3. Issuer Name and Ticker or Trading Symbol Lulu's Fashion Lounge Holdings, Inc. [ LVLU ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	13,791,895(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

1. Name and Address of Reporting Person* H.I.G. Growth Partners Lulu's, L.P. (Last) (First) (Middle) 1450 BRICKELL AVENUE, 31ST FLOOR (Street) MIAMI 33131 (City) (State) (Zip)

1. Name and Address of Reporting Person* H.I.G. Growth Partners - Lulu's Intermediate, LLC (Last) (First) (Middle) 1450 BRICKELL AVENUE, 31ST FLOOR (Street) MIAMI 33131 (City) (State) (Zip)

1. Name and Address of Reporting Person* H.I.G.-GPII, Inc. (Last) (First) (Middle) 1450 BRICKELL AVENUE, 31ST FLOOR (Street) MIAMI FL 33131 (City) (State) (Zip)

Explanation of Responses:

1. H.I.G.-GPII, Inc. is the sole general partner of H.I.G. Growth Partners - Lulu's, L.P., and has sole voting and dispositive power with respect to the shares held by H.I.G. Growth Partners - Lulu's, L.P. H.I.G.-GPII, Inc. disclaims beneficial ownership of such securities except to the extent of its pecuniary interest therein. Sami Mnaymneh and Anthony Tamer, the directors of H.I.G.-GPII, Inc., have shared voting and dispositive power with respect to the shares held by H.I.G. Growth Partners - Lulu's, L.P. Messrs. Mnaymneh and Tamer may be deemed to be indirect beneficial owners of the reported securities, but disclaim beneficial ownership in the securities, except to the extent of any pecuniary interest in such securities.

Remarks:

Exhibit 24 - Power of Attorney.

	/s/ Crystal Landsem, Attorney-in-Fact	11/10/2021
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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                                                                      EXHIBIT 24

                               POWER OF ATTORNEY

     With respect to holdings of and transactions in securities issued by Lulu's
Fashion Lounge Holdings, Inc. (the "Company"), the undersigned hereby
constitutes and appoints the individual or individuals named on Schedule A
attached hereto and as may be amended from time to time, or any of them signing
singly, with full power of substitution and resubstitution, to act as the
undersigned's true and lawful attorney-in-fact to:

     1. prepare, execute in the undersigned's name and on the undersigned's
        behalf, and submit to the United States Securities and Exchange
        Commission (the "SEC") a Form ID, including amendments thereto, and any
        other documents necessary or appropriate to obtain and/or regenerate
        codes and passwords enabling the undersigned to make electronic filings
        with the SEC of reports required by Section 16(a) of the Securities
        Exchange Act of 1934, as amended, or any rule or regulation of the SEC;

     2. execute for and on behalf of the undersigned, Forms 3, 4, and 5 in
        accordance with Section 16 of the Securities Exchange Act of 1934, as
        amended, and the rules thereunder;

     3. do and perform any and all acts for and on behalf of the undersigned
        which may be necessary or desirable to complete and execute any such
        Form 3, 4, or 5, complete and execute any amendment or amendments
        thereto, and timely file such form with the SEC and any stock exchange
        or similar authority; and

     4. take any other action of any type whatsoever in connection with the
        foregoing which, in the opinion of such attorney-in-fact, may be of
        benefit to, in the best interest of, or legally required by, the
        undersigned, it being understood that the documents executed by such
        attorney-in-fact on behalf of the undersigned pursuant to this Power of
        Attorney shall be in such form and shall contain such terms and
        conditions as such attorney-in-fact may approve in such attorney-
        infact's discretion.

     The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution and
resubstitution or revocation, hereby ratifying and confirming all that such
attorney-in-fact, or such attorneys-in-fact substitute or substitutes, shall
lawfully do or cause to be done by virtue of this Power of Attorney and the
rights and powers herein granted.

     The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934, as amended.

     This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

     IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 10th day of November, 2021.


                                        Signature: /s/ Richard Siegel
                                                   ------------------
                                        Print Name: Richard Siegel


                                   Schedule A

     Individual Appointed as Attorney-in-Fact with Full Power of Substitution
and Resubstitution

1.     David McCreight, Chief Executive Officer
2.     Crystal Landsem, Co-President and Chief Financial Officer