Lulu’s Fashion Lounge Holdings, Inc._June 9, 2026
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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

June 9, 2026

Date of Report (Date of earliest event reported)

Graphic

Lulu’s Fashion Lounge Holdings, Inc.

(Exact name of Registrant as Specified in its Charter)

Delaware

001-41059

20-8442468

(State or Other Jurisdiction
of Incorporation)

(Commission
File Number)

(IRS Employer
Identification Number)

495 Ryan Avenue, Suite 125

Chico, California 95973

(Address of Principal Executive Offices) (Zip Code)

(530) 343-3545

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

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))

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 $0.001 per Share

LVLU

The NASDAQ Stock Market LLC

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 5.07 Submission of Matters to a Vote of Security Holders.

On June 9, 2026, Lulu’s Fashion Lounge Holdings, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). A total of 2,720,565 shares of the Company’s common stock, $0.001 par value per share (“Common Stock”), were present in person or represented by proxy at the Annual Meeting, representing approximately 94.98% of the Company’s outstanding Common Stock as of the April 15, 2026 record date. The following are the voting results for the proposals considered and voted upon at the Annual Meeting, each of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 23, 2026.

Proposal 1 — Election of two Class II directors to serve for a term of office expiring on the date of the 2029 annual meeting of stockholders, and until their respective successors have been duly elected and qualified or until each such director’s earlier death, resignation or removal.

FOR

WITHHOLD

BROKER
NON-VOTE

Anisa Kumar

2,301,513

35,217

383,835

Crystal Landsem

2,324,327

12,403

383,835

Proposal 2 — Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 3, 2027.

FOR

AGAINST

ABSTAIN

BROKER
NON-VOTE

2,700,276

20,130

159

0

Proposal 3 — Approval of an amendment to the Company’s Fourth Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) to decrease the number of authorized shares of the Company’s common stock from 250,000,000 to 15,000,000 and decrease the number of authorized shares of the Company’s preferred stock from 10,000,000 to 500,000.

FOR

AGAINST

ABSTAIN

BROKER
NON-VOTE

2,333,879

2,839

12

383,835

Proposal 4 — Approval of an amendment to the Company’s Certificate of Incorporation to provide exculpation to certain officers of the Company as permitted by amendments to the Delaware General Corporation Law.

FOR

AGAINST

ABSTAIN

BROKER
NON-VOTE

2,328,832

7,790

108

383,835

Based on the foregoing votes, Anisa Kumar and Crystal Landsem were elected to the Board, and Proposals 2, 3 and 4 were approved.

SIGNATURE

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

Date: June 10, 2026

LULU’S FASHION LOUNGE HOLDINGS, INC.

 

 

 

 

By:

/s/ Crystal Landsem

 

 

Crystal Landsem

 

 

Chief Executive Officer