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Lulu's Fashion Lounge Holdings, Inc.

For the period ended Mar 30, 2025. Filed May 14, 2025.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 30, 2025 · Filed May 14, 2025

LVLU$10.58+1.1%Stored close · as of Nov 6, 2026

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Item 5. Other Information

Amendment to the Company's Non-Employee Director Compensation Program** **

On April 28, 2025 the Compensation Committee of the Board of Directors of the Company (the “Compensation Committee”) approved an amendment to the Company's Non-Employee Director Compensation Program to (i) eliminate the additional annual RSU award for the Non-Employee Board Chair and increase the applicable cash retainer to $75,000 for the Non-Employee Board Chair, (ii) provide that each award of RSUs may be limited by a share price floor established from time to time by the Compensation Committee, (iii) permit the Compensation Committee to annually determine whether to allow Non-Employee directors to elect to convert all or a portion of their annual retainers into awards of RSUs, (iv) allow for Non-Employee Directors to waive their right to receive compensation under the Non-Employee Director Compensation Program entirely or for a specific period, and (v) permit for cash to be paid in lieu of any RSU grant or portion of any RSU grant under the Non-Employee Director Compensation Program and provide for flexibility relating to the timing of any cash payment or award of RSUs as the Compensation Committee may deem appropriate.

The full text of the Fourth Amendment to the Company's Non-Employee Director Compensation Program is filed as Exhibit 10.2 to this Quarterly Report on Form 10-Q and incorporated hereto by reference.

One-Time Cash Payment to Directors in Lieu of 2025 Annual RSU Awards

After evaluating the potential dilutive impact of the non-employee director RSU awards pursuant to the Company’s Amended Non-Employee Director Compensation Program, on May 1, 2025, the Board approved a one-time, cash payment of $50,000 to each eligible non-employee director in lieu of his or her $100,000 fiscal year 2025 annual RSU award. This

cash payment will be payable on the date of the 2026 annual meeting of stockholders, subject to each non-employee director’s continued service on the Board of Directors through such payment date.

Securities Trading Plans of Directors and Executive Officers

During the thirteen weeks ended March 30, 2025, none of the Company’sdirectors orofficers adopted, modified, orterminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as such terms are defined under Item 408 of Regulation S-K.

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