Dennis J. Wilson Discloses New Prepaid Forward Contract on 1.27M LULU Shares in 13D/A

Executive Summary

On September 4, 2026, Dennis J. Wilson and affiliated entities filed Amendment No. 25 to Schedule 13D disclosing updates to their beneficial ownership of lululemon athletica inc. ($LULU).

The group beneficially owns 9,570,851 shares (representing approximately 8.6% of total voting power and outstanding shares). The primary update is that affiliate LIPO Investments (USA), Inc. entered into a 2-year prepaid variable share forward transaction with Goldman Sachs & Co. LLC on September 1, 2026, referencing 1,274,318 shares of Common Stock.

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Transaction & Contract Highlights

1. Prepaid Variable Forward Agreement:

   • Parties: LIPO Investments (USA), Inc. and Goldman Sachs & Co. LLC.
   • Contract Date: September 1, 2026.
   • Maturity: 2 years.
   • Reference Shares: 1,274,318 shares of Common Stock (~1.2% of total outstanding shares, ~13.3% of the group's holdings).
   • Pledge & Settlement: LIPO pledged 1,274,318 shares to secure obligations. LIPO retains voting and economic rights during the pledge period (subject to default conditions) and maintains the discretion to cash-settle or physically settle the transaction at maturity.
   • Purpose: Replaces a prior master confirmation entered into by Low Tide Properties Ltd. that expired in July 2026, providing general liquidity and working capital flexibility without signaling a change in investment thesis.

2. Open Market Sales:

   • On August 4, 2026, Wilson 5 Foundation sold 5,713 shares in open-market transactions at a weighted average price of $122.56 per share (gross proceeds of ~$700,185).

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Ownership Breakdown

• Dennis J. Wilson (Direct): 3,852 shares
• Anamered Investments Inc.: 4,755,217 exchangeable shares (paired with special voting stock)
• LIPO Investments (USA), Inc.: 3,401,596 shares
• Wilson 5 Foundation / Management: 823,612 shares
• Five Boys Investments ULC: 91,760 exchangeable shares
• Shannon Wilson: 268,984 exchangeable shares (plus shared power over Wilson 5 Foundation)
• Low Tide Properties Ltd.: 225,830 shares
• House of Wilson Ltd.: 0 shares
• Aggregate Group Holdings: 9,570,851 shares (8.6% of class, based on 105,594,064 common shares and 5,115,961 special voting shares outstanding as of August 28, 2026).