Lululemon Athletica Annual Report 2021

1 Lululemon Athletica Annual Report 2021. Form 10-K (NASDAQ:LULU). Published: March 30th, 2021. PDF generated by Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION. Washington, 20549. _____. Form 10-K. _____. Annual Report PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the fiscal year ended January 31, 2021. OR. TRANSITION Report PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission file number 001-33608. _____. Lululemon Athletica inc. (Exact name of registrant as specified in its charter). _____. Delaware 20-3842867. (State or other jurisdiction of ( Employer incorporation or organization) Identification Number).

2 1818 Cornwall Avenue, Vancouver, British Columbia V6J 1C7. (Address of principal executive offices). Registrant's telephone number, including area code: ( 604) 732-6124. 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 $ per share LULU Nasdaq Global Select Market _____. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes No . Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 of Section 15(d) of the Act.

3 Yes No . Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No . Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).

4 Yes No . Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large Accelerated Filer Accelerated filer . Non-accelerated filer Smaller reporting company . 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.

5 Indicate by check mark whether the registrant has filed a Report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 (b)) by the registered public accounting firm that prepared or issued its audit Report .. Indicate by check mark whether the registrant is a shell company (as defined in rule 12b-2 of the Act). Yes No . The aggregate market value of the voting stock held by non-affiliates of the registrant on July 31, 2020 was approximately $ 36,382,000,000. Such aggregate market value was computed by reference to the closing price of the common stock as reported on the Nasdaq Global Select Market on July 31, 2020.

6 For purposes of determining this amount only, the registrant has defined affiliates as including the executive officers, directors, and owners of 10% or more of the outstanding voting stock of the registrant on July 31, 2020. Common Stock: At March 24, 2021 there were 125,164,616 shares of the registrant's common stock, par value $ per share, outstanding. Exchangeable and Special Voting Shares: At March 24, 2021, there were outstanding 5,203,012 exchangeable shares of Lulu Canadian Holding, Inc., a wholly-owned subsidiary of the registrant. Exchangeable shares are exchangeable for an equal number of shares of the registrant's common stock.

7 In addition, at March 24, 2021, the registrant had outstanding 5,203,012 shares of special voting stock, through which the holders of exchangeable shares of Lulu Canadian Holding, Inc. may exercise their voting rights with respect to the registrant. The special voting stock and the registrant's common stock generally vote together as a single class on all matters on which the common stock is entitled to vote. _____. DOCUMENTS INCORPORATED BY REFERENCE. Portions of the Proxy Statement for the 2021 Annual Meeting of Stockholders have been incorporated by reference into Part III of this Annual Report on Form 10-K. Table of Contents TABLE OF CONTENTS.

8 Page PART I. Item 1. Business 1. Item 1A. Risk Factors 8. Item 2. Properties 20. Item 3. Legal Proceedings 20. Item 4. Mine Safety Disclosures 20. PART II. Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 21. Item 6. Selected Consolidated Financial Data 22. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations 23. Item 7A. Quantitative and Qualitative Disclosures About Market Risk 35. Item 8. Financial Statements and Supplementary Data 37. Index for Notes to the Consolidated Financial Statements 46. Item 9A. Controls and Procedures 72.

9 Item 9B. Other Information 73. PART III. Item 10. Directors, Executive Officers and Corporate Governance 74. Item 11. Executive Compensation 74. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 74. Item 13. Certain Relationships and Related Transactions, and Director Independence 75. Item 14. Principal Accountant Fees and Services 75. PART IV. Item 15. Exhibits and Financial Statement Schedule 76. Item 16. Form 10-K Summary 79. Signatures 80. Table of Contents PART I. Special Note Regarding Forward-Looking Statements This Report and some documents incorporated herein by reference include estimates, projections, statements relating to our business plans, objectives, and expected operating results that are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A.

10 Of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. We use words such as "anticipates," "believes," "estimates," "may,". "intends," "expects," and similar expressions to identify forward-looking statements. Discussions containing forward-looking statements may be found in the material set forth under "Business", "Management's Discussion and Analysis of Financial Condition and Results of Operations", and in other sections of the Report . All forward-looking statements are inherently uncertain as they are based on our expectations and assumptions concerning future events. Any or all of our forward-looking statements in this Report may turn out to be inaccurate.