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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 

 

July 13, 2026 

Date of Report (Date of earliest event reported)

 

 

 

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 x

 

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 7.01. Regulation FD Disclosure.

 

On July 13, 2026, Lulu’s Fashion Lounge Holdings, Inc. (the “Company”) issued a press release announcing that its Board of Directors has formed a special committee of independent directors to evaluate strategic alternatives available to the Company to maximize stockholder value. These alternatives may include a possible transaction involving the Company, as well as continued execution of the Company’s standalone strategic plan. The press release also announced that the special committee has retained Solomon Partners as its financial advisor and Willkie Farr & Gallagher LLP as its legal advisor to assist in connection with the strategic review process.

 

A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. The foregoing description of the press release is qualified in its entirety by reference to the full text of the press release furnished as Exhibit 99.1 hereto.

 

The information contained or incorporated in this Item 7.01 of this Current Report, including Exhibit 99.1, is being furnished herewith, and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

 

 The following exhibits are filed herewith:

 

Exhibit Number   Description
   
99.1   Press release issued by Lulu's Fashion Lounge Holdings, Inc. on July 13, 2026.
104   Cover Page Interactive Data File (formatted as inline XBRL).

 

 

 

 

SIGNATURES

 

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.

 

      Lulu’s Fashion Lounge Holdings, Inc.
       
Date: July 14, 2026 By: /s/ Crystal Landsem
      Crystal Landsem
      Chief Executive Officer

 

 

 

 

Exhibit 99.1

 

 

 

Lulus Announces Review of Strategic Alternatives

 

CHICO, Calif., July 13, 2026 (GLOBE NEWSWIRE) -- Lulu’s Fashion Lounge Holdings, Inc. (Nasdaq: LVLU) (“Lulus” or the “Company”) announced today that its Board of Directors has formed a special committee of independent directors to evaluate strategic alternatives available to the Company to maximize stockholder value (the "Special Committee"). These alternatives may include a possible transaction involving the Company, as well as continued execution of the Company’s standalone strategic plan.

 

The Special Committee has retained Solomon Partners as its financial advisor and Willkie Farr & Gallagher LLP as its legal advisor to assist in connection with the strategic review process.

 

There is no assurance or guarantee that the review process will lead to any strategic transaction. The Company and the Special Committee do not intend to provide updates unless and until a specific course of action is approved and further disclosure is deemed appropriate.

 

About Lulus

 

Headquartered in California, but serving millions of customers worldwide, Lulus is a women’s clothing brand offering modern, feminine styles at accessible prices for every occasion. Our goal is to make every customer feel their most confident and beautiful for the moments that matter most. Founded in 1996 and delivering fresh styles almost every day, Lulus uses direct customer feedback and insights to refine product offerings and elevate the customer experience. Lulus’ world-class personal stylists, bridal concierge, and customer care team provide thoughtful, personalized service to shoppers around the world. Follow @lulus on Instagram and @lulus on TikTok. Lulus is a registered trademark of Lulu’s Fashion Lounge, LLC. All rights reserved.

 

Forward-Looking Statements

 

This press release contains “forward-looking statements” within the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical or current fact included in this press release are forward-looking statements, including but not limited to statements regarding the strategic review process being conducted by the Special Committee and the potential outcomes and timing of the review process. These statements are based on current expectations and assumptions and are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause actual results to differ materially from those expressed or implied. Factors that could cause actual results to differ include, without limitation: the possibility that the strategic review process may not result in any transaction; the disruptive impact of the review on the Company’s business, operations, employees, and other counterparties; the timing and structure of any potential transaction; market conditions in the Company's industry; and the risk factors discussed in Part I, Item 1A, “Risk Factors” in Lulus’ Annual Report on Form 10-K for the fiscal year ended December 28, 2025 and our other filings with the Securities and Exchange Commission. While Lulus may elect to update such forward-looking statements at some point in the future, it disclaims any obligation to do so, except as required by law, even if subsequent events cause its views to change.

 

Contact

 

Corporate Communications investors@lulus.com