UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
−Removed: The following table provides information regarding our purchases of shares of our common stock during the quarter ended August 2, 2020 related to our stock repurchase program:
+Added: The following table provides information regarding our purchases of shares of our common stock during the quarter ended November 1, 2020 related to our stock repurchase program:
Total Number of Shares Purchased (2)
1 unchanged sentence
Maximum Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (2)
−Removed: May 4, 2020 - May 31, 2020 — — — $ 263,646,016
−Removed: June 1, 2020 - July 5, 2020 — — — 263,646,016
−Removed: July 6, 2020 - August 2, 2020 — — — 263,646,016
−Removed: (1) Monthly information is presented by reference to our fiscal periods during our second quarter of fiscal 2020.
+Added: August 3, 2020 - August 30, 2020 — — — $ 263,646,016
+Added: August 31, 2020 - October 4, 2020 — — — 263,646,016
+Added: October 5, 2020 - November 1, 2020 — — — 263,646,016
+Added: (1) Monthly information is presented by reference to our fiscal periods during our third quarter of fiscal 2020.
(2) On January 31, 2019, our board of directors approved a stock repurchase program of up to $500 million of our common shares on the open market or in privately negotiated transactions.
1 unchanged sentence
The timing and actual number of common shares to be repurchased will depend upon market conditions, eligibility to trade, and other factors.
−Removed: As of March 31, 2020, we temporarily paused our share repurchase program.
−Removed: The following table provides information regarding our purchases of shares of our common stock during the quarter ended August 2, 2020 related to our Employee Share Purchase Plan:
+Added: The repurchase program may be suspended, modified, or discontinued at any time without prior notice.
+Added: On December 1, 2020, our board of directors approved an increase in the remaining authorization of our existing stock repurchase program from $263.6 million to $500.0 million.
+Added: The repurchase plan has no time limit.
+Added: The following table provides information regarding our purchases of shares of our common stock during the quarter ended November 1, 2020 related to our Employee Share Purchase Plan:
Total Number of Shares Purchased (2)
1 unchanged sentence
Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (2)
−Removed: May 4, 2020 - May 31, 2020 5,263 $ 266.78 5,263 4,699,286
−Removed: June 1, 2020 - July 5, 2020 4,937 292.66 4,937 4,694,349
−Removed: July 6, 2020 - August 2, 2020 4,712 316.22 4,712 4,689,637
+Added: August 3, 2020 - August 30, 2020 4,232 $ 357.25 4,232 4,685,404
+Added: August 31, 2020 - October 4, 2020 6,923 326.53 6,923 4,678,481
+Added: October 5, 2020 - November 1, 2020 4,817 333.47 4,817 4,673,665
Total 15,972 15,972
−Removed: (1) Monthly information is presented by reference to our fiscal periods during our second quarter of fiscal 2020.
+Added: (1) Monthly information is presented by reference to our fiscal periods during our third quarter of fiscal 2020.
(2) Our Employee Share Purchase Plan (ESPP) was approved by our board of directors and stockholders in September 2007.
3 unchanged sentences
Excluded from this disclosure are shares withheld to settle statutory employee tax withholding related to the vesting of stock-based compensation awards.
+Added: On December 1, 2020, our board of directors approved an increase in the remaining authorization on our existing stock repurchase program from $263.6 million to $500.0 million.
+Added: The timing, pricing, and actual number of common shares to be repurchased will depend upon prevailing market conditions, applicable legal requirements, and other factors.
+Added: The repurchase plan has no time limit, does not require the repurchase of any minimum amount or number of shares, and may be suspended, modified, or discontinued at any time without prior notice.
+Added: On December 4, 2020, we gave notice to terminate our 364-day unsecured revolving credit facility.
+Added: The $300.0 million facility was due to mature on June 28, 2021 and will be terminated without penalty on December 11, 2020.
+Added: Following this termination, we will have available capacity of $397.3 million under our unsecured five-year revolving credit facility which matures on June 6, 2023.
Incorporated by Reference
1 unchanged sentence
Herewith Form Exhibit
−Removed: 10.1 364-Day Credit Agreement, dated June 29, 2020, among lululemon athletica inc., a Delaware corporation;
−Removed: lululemon athletica canada inc., a corporation organized under the laws of British Columbia;
−Removed: Lulu Canadian Holding, Inc., a corporation organized under the laws of British Columbia;
−Removed: lululemon usa inc., a Nevada corporation;
−Removed: each lender from time to time a party to the credit agreement;
−Removed: and Bank of America, N.A., as administrative agent and swing line lender
−Removed: 8-K 10.1 001-33608 7/1/2020
+Added: 10.1* Amendment to Executive Employment Agreement, effective as of October 27, 2020, between lululemon athletica canada inc.
+Added: and Celeste Burgoyne
+Added: 10.2* Executive Employment Agreement, effective as of November 23, 2020, between lululemon athletica inc.
+Added: and Meghan Frank
31.1 Certification of principal executive officer Pursuant to Exchange Act Rule 13a-14(a)
2 unchanged sentences
Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: 101 The following unaudited interim consolidated financial statements from the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended August 2, 2020, formatted in iXBRL:
+Added: 101 The following unaudited interim consolidated financial statements from the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended November 1, 2020, formatted in iXBRL:
(i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations and Comprehensive Income, (iii) Consolidated Statements of Stockholders' Equity, (iv) Consolidated Statements of Cash Flows (v) Notes to the Unaudited Interim Consolidated Financial Statements X
+Added: * Denotes a compensatory plan, contract, or arrangement, in which our directors or executive officers may participate.
** Furnished herewith.
1 unchanged sentence
lululemon athletica inc.
−Removed: /s/ C ALVIN M C D ONALD
−Removed: Calvin McDonald
−Removed: Chief Executive Officer
+Added: /s/ M EGHAN F RANK
+Added: Chief Financial Officer
(principal financial and accounting officer)
−Removed: September 8, 2020
+Added: December 10, 2020
Exhibit Index
2 unchanged sentences
Herewith Form Exhibit
−Removed: 10.1 364-Day Credit Agreement, dated June 29, 2020, among lululemon athletica inc., a Delaware corporation;
−Removed: lululemon athletica canada inc., a corporation organized under the laws of British Columbia;
−Removed: Lulu Canadian Holding, Inc., a corporation organized under the laws of British Columbia;
−Removed: lululemon usa inc., a Nevada corporation;
−Removed: each lender from time to time a party to the credit agreement;
−Removed: and Bank of America, N.A., as administrative agent and swing line lender
−Removed: 8-K 10.1 001-33608 7/1/2020
+Added: 10.1* Amendment to Executive Employment Agreement, effective as of October 27, 2020, between lululemon athletica canada inc.
+Added: and Celeste Burgoyne
+Added: 10.2* Executive Employment Agreement, effective as of November 23, 2020, between lululemon athletica inc.
+Added: and Meghan Frank
31.1 Certification of principal executive officer Pursuant to Exchange Act Rule 13a-14(a)
2 unchanged sentences
Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: 101 The following unaudited interim consolidated financial statements from the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended August 2, 2020, formatted in iXBRL:
+Added: 101 The following unaudited interim consolidated financial statements from the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended November 1, 2020, formatted in iXBRL:
(i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations and Comprehensive Income, (iii) Consolidated Statements of Stockholders' Equity, (iv) Consolidated Statements of Cash Flows (v) Notes to the Unaudited Interim Consolidated Financial Statements X
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.