Nikki Neuburger
lululemon athleticaAbout Nikki Neuburger
Nikki Neuburger is Chief Brand & Product Activation Officer at lululemon, appointed to the expanded role in 2024; she joined the company in January 2020 to lead global brand and storytelling and now oversees brand, creative, sports marketing, communications, retail design, social impact, product merchandising, research & innovation, and footwear; age 44 as of April 29, 2025 . Company performance under the executive team in 2024: net revenue up 10% to $10.6B, operating income up 17% to $2.5B, gross margin 59.2% (+90 bps); international net revenue +34% and Americas +4% . Lululemon’s 2024 total shareholder return (TSR) value of a $100 investment was $173.02 versus peer index $56.14; 2024 net income $1.815B and operating income $2.506B .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Uber Eats | Global Head of Marketing | 2018–2020 | Led introduction and global expansion of the brand |
| Nike | Global VP, Nike Running (and other roles) | ~2004–2018 | 14-year tenure across leadership roles; drove category growth and global brand initiatives |
External Roles
No public company board roles or external directorships disclosed for Ms. Neuburger in the proxy .
Fixed Compensation
| Metric | FY 2024 | FY 2025 |
|---|---|---|
| Base Salary ($) | $780,000 | $800,000 |
| Target Annual Bonus (% of Base) | 90% | 100% |
| Actual Annual Cash Bonus ($) | $554,121 (paid for FY24 performance; 80.9% of target program outcome) | — |
Perquisites (FY 2024): Relocation and tax prep $3,094; tax gross-ups $2,281; 401(k) match $16,875; other $2,550; total $24,800 .
Performance Compensation
Annual Bonus (FY 2024):
- Metrics and weighting: Operating Income (50%) and Net Revenue (50%) .
- Program payout: 80.9% of target for FY2024 .
| Component | Weighting | Target | Actual | Payout | Vesting/Payment Timing |
|---|---|---|---|---|---|
| Operating Income | 50% | Company FY24 goal set by PCCC | Achieved in aggregate with net revenue to 80.9% outcome | 80.9% of target | Paid after year-end; reported as Non-Equity Incentive Plan Compensation |
| Net Revenue | 50% | Company FY24 goal set by PCCC | Achieved in aggregate with operating income to 80.9% outcome | 80.9% of target | Paid after year-end |
PSUs (long-term):
- 2022 PSU cycle (performance period FY2022–FY2024): metric is 3-year Operating Income CAGR from FY2021 adjusted baseline $1,374.7M; thresholds at 5% (threshold), 10% (target), 15% (max). Actual CAGR 22.2% → 200% payout; vest on third anniversary .
- Ongoing PSU cycles use Operating Income baselines: FY2023–2025 baseline $1,789.1M; FY2024–2026 baseline $2,230.9M; FY2025–2027 baseline $2,505.7M; payout range 0–200% .
| PSU Cycle | Baseline (Operating Income) | Target Metric | Performance Period | Payout Range | Status |
|---|---|---|---|---|---|
| FY2022–FY2024 | $1,374.7M (FY2021 adjusted) | 3-yr Operating Income CAGR (5%/10%/15% gates) | 3 years | 0–200% | Achieved 22.2% CAGR; 200% payout |
| FY2023–FY2025 | $1,789.1M (FY2022 adjusted) | Operating Income | 3 years | 0–200% | In progress |
| FY2024–FY2026 | $2,230.9M (FY2023 adjusted) | Operating Income | 3 years | 0–200% | In progress |
| FY2025–FY2027 | $2,505.7M (FY2024) | Operating Income | 3 years | 0–200% | In progress |
Equity Ownership & Alignment
- Stock ownership guidelines: Section 16 officers must hold shares equal to 3x base salary; must retain at least 75% of net shares acquired until in compliance; 5-year compliance period; unvested RSUs/PSUs and stock options do not count .
- Insider trading policy prohibits hedging, short sales, derivatives, and pledging of company stock .
- Beneficial ownership (as of April 1, 2025): 5,976 shares owned; right to acquire 10,262 shares within 60 days; total beneficially owned 16,238 shares; <1% of shares outstanding .
Outstanding awards as of February 2, 2025:
| Award Type | Unvested Units (#) | Market Value ($) |
|---|---|---|
| Time-based RSUs | 253 + 22 + 748 + 1,286 + 315 = 2,624 | $104,793 + $9,112 + $309,822 + $532,661 + $130,473 = $1,086,861 |
| PSUs (target, unearned) | 1,857 + 162 + 2,793 + 3,214 + 787 = 8,813 | $769,169 + $67,100 + $1,156,861 + $1,331,239 + $325,975 = $3,650,344 |
FY2024 Grants and Vesting Structure:
| Equity Type | 03/25/2024 | 06/07/2024 | Vesting | Notes |
|---|---|---|---|---|
| RSUs | 1,286 units; $500,125 FV | 315 units; $100,126 FV | 33%/33%/34% annually over 3 years | Shares issued on vest net of taxes |
| PSUs | Target 3,214 units; $1,249,925 FV | — | 3-year performance period; 0–200% payout | Based on Operating Income CAGR |
| Stock Options | 5,639 options @ $388.90; $750,008 FV | 1,380 options @ $317.86; $150,017 FV | 25% per year over 4 years; 7-year expiry | Exercise prices/expiries per grant |
| Performance-based Cash Award | Target $684,946 (03/25); Target $250,156 (06/07) | — | Paid per annual plan metrics | Part of executive bonus plan |
Options outstanding and terms (as of FY2024 year-end):
| Grant Date | Exercisable (#) | Unexercisable (#) | Exercise Price ($) | Expiration |
|---|---|---|---|---|
| 01/31/2020 | 56 | — | 239.39 | 01/31/2027 |
| 03/27/2020 | 1,966 | — | 188.84 | 03/27/2027 |
| 03/31/2021 | 1,816 | 807 | 306.71 | 03/31/2028 |
| 03/30/2022 | 1,247 | 1,663 | 376.92 | 03/30/2029 |
| 06/08/2022 | 109 | 145 | 307.77 | 06/08/2029 |
| 03/30/2023 | 865 | 3,462 | 358.09 | 03/30/2030 |
| 03/25/2024 | — | 5,639 | 388.90 | 03/25/2031 |
| 06/07/2024 | — | 1,380 | 317.86 | 06/07/2031 |
Share vesting/realizations in FY2024: RSUs and PSUs vested delivering 3,260 and 369 shares in certain grants; vesting values disclosed per grant dates in the “Option Exercises and Stock Vested” table .
Employment Terms
- Employment agreement allows termination at any time; severance requires compliance with surviving covenants (non-compete, non-solicit, non-disparagement) and general release; no change-in-control tax gross-ups .
- Severance multiples:
- Involuntary termination without cause: 12 months of base salary, payable in equal installments; severance forfeited upon covenant breach .
- Change-in-control: double-trigger equity vesting (RSUs/PSUs) if terminated without cause or for good reason within 2 years; stock options subject to board discretion; if awards not assumed, vest upon change in control .
- Potential payments (illustrative as of Feb 2, 2025):
- Involuntary termination (without cause): severance $780,000; intrinsic value of accelerated equity $1,672,540; total $2,452,540 .
- Change in control + involuntary termination: severance $780,000; intrinsic value of accelerated equity $5,371,248; total $6,151,248 .
- Death: intrinsic value accelerated equity $5,371,248 .
- Disability: intrinsic value accelerated equity $5,573,475 .
Clawback: Policy applies to Section 16 officers for three prior fiscal years if an accounting restatement is required; recovery can be from prior/future incentive payments, cancellation of outstanding incentive compensation, or direct repayment, subject to law .
Compensation Structure Analysis
- Cash vs equity mix: For FY2024, RSUs ($500k + $100k), PSUs ($1.25M), options ($900k), plus performance cash awards; significant equity weighting aligns with long-term performance, with PSUs tied to multi-year operating income CAGR .
- Performance rigor: Annual bonus targets based on operating income and net revenue; FY2024 payout at 80.9% indicates balanced calibration amid mixed growth (Americas +4% vs International +34%) .
- Equity program terms: No option repricing; double-trigger change-in-control for RSUs/PSUs; hedging/pledging prohibited; robust stock ownership guidelines (3x salary) and retention rules demonstrate alignment .
- Peer benchmarking: Compensation programs target between median and 75th percentile; peer group updated for 2025 to reflect size and retail brand orientation (includes Nike, DICK’S, Ulta, Ross, Starbucks, VF, PVH, PUMA) .
Risk Indicators & Red Flags
- Hedging/pledging: Prohibited under insider trading policy (reduces misalignment risk) .
- Tax gross-ups: Routine benefit-related gross-ups disclosed; no golden parachute tax gross-ups for change-in-control payments .
- Related party transactions: None reportable under Item 404(a) S-K .
- Say-on-Pay support: ~93% approval at 2024 annual meeting, indicating investor support of pay design .
Stock Ownership Guidelines & Compliance
- Requirement: 3x base salary for Section 16 officers; retain 75% of net shares until compliant; 5-year compliance period; unvested equity and options excluded from calculation .
- Current status: Beneficial ownership of 16,238 shares (<1% outstanding); compliance status not explicitly disclosed; retention and disposal limitations apply until thresholds met .
Past Grants, Vesting Schedules, and Potential Selling Pressure
- RSUs: Annual tranches vest over three years; 2024 grants likely to vest on 03/25/2025/2026/2027 and 06/07/2025/2026/2027, creating predictable taxable events and potential open-window sales if not covered by 10b5-1 plans .
- Options: 2024 grants vest 25% annually over 4 years and expire in 2031; exercise timing typically aligns with windows or 10b5-1 plans; multiple legacy options expiring 2027–2031 with varied strikes ($188.84–$388.90) .
- PSUs: Payout contingent on 3-year Operating Income CAGR; FY2022–FY2024 settled at 200% (shares issued at settlement), implying sizeable equity delivery and potential sales to cover taxes .
Education & Credentials
- B.S. in Business Administration, Oregon State University .
Investment Implications
- Alignment: Strong long-term alignment via sizable PSU mix tied to operating income CAGR; strict ownership guidelines and anti-hedging/pledging policies reduce misalignment risk .
- Retention: Contractual severance (12 months) and multi-year equity vesting promote retention; double-trigger CIC vesting limits windfalls and aligns with market practice .
- Selling Pressure: Scheduled RSU/PSU settlements and option vesting from 2024 grants create periodic liquidity needs; monitor Form 4 filings and any 10b5-1 plan adoptions for timing signals around vest dates and expirations .
- Performance linkage: Annual bonus calibrated to operating income and net revenue (80.9% payout in 2024) suggests balanced pay-for-performance amid geographic mix shifts; PSU overachievement (200% on 2022 cycle) reflects strong execution against operating income targets, supportive of value creation narrative .