DEF: Lands' End Sets Date for 2025 Annual Stockholders Meeting, Outlines Key Proposals

Lands' End will hold its annual meeting on May 21, 2025, to elect directors, vote on executive compensation, and ratify the appointment of its accounting firm.

Summary

• Lands' End, Inc. will hold its 2025 Annual Meeting of Stockholders on May 21, 2025, at 9:00 a.m. Eastern Time in New York.
• Stockholders of record as of March 24, 2025, are entitled to vote at the meeting.
• The agenda includes the election of seven director nominees, an advisory vote on executive compensation, and the ratification of Deloitte & Touche LLP as the company's independent registered public accounting firm for fiscal year 2025.
• The company began mailing the Notice of Internet Availability of Proxy Materials on or about March 31, 2025.
• Stockholders can vote in person, by telephone, through the Internet, or by mail.
• The Board recommends voting for all director nominees, the advisory resolution on executive compensation, and the ratification of Deloitte & Touche LLP.
• The company's proxy statement and annual report on Form 10-K are available online at www.proxyvote.com.

Sentiment

Score: 7

Explanation: The document is factual and procedural, outlining the details of the upcoming annual meeting. The positive aspects include the company's commitment to corporate governance, diversity, and sustainability initiatives. The sentiment is neutral to slightly positive.

Positives

• The Board recommends voting for all director nominees, the advisory resolution on executive compensation, and the ratification of Deloitte & Touche LLP.
• The company provides multiple avenues for stockholders to vote, including in person, by telephone, through the Internet, or by mail.
• The company has adopted Corporate Governance Guidelines that provide the framework for Lands Ends governance.
• The Board believes that diversity promotes innovation and is integral to honoring Lands Ends commitment to Take care of the customer, take care of the employee and the rest will take care of itself.

Risks

• The advisory vote on executive compensation is non-binding, meaning the company is not obligated to act on the outcome.
• If the meeting cannot be held in person, alternative arrangements will be announced, potentially including a virtual-only meeting.

Future Outlook

The company aims to drive a more profitable business through core strategies, improve profitability, generate elevated brand awareness through enhanced marketing strategies, and provide customers with innovative solutions.

Management Comments

• Andrew J. McLean, Chief Executive Officer, expressed pleasure in inviting stockholders to the 2025 Annual Meeting.
• The company sought to take greater share of the organic conversation on social media and increase our cultural relevancy, evidenced by the doubling of the number of our Instagram followers and a 5% increase in new customer acquisition in fiscal 2024.

Industry Context

The document reflects standard corporate governance practices for publicly traded companies, including proxy solicitations, director elections, and executive compensation disclosures. The peer group used for compensation benchmarking includes apparel retail companies and those in related industries.

Comparison to Industry Standards

• The peer group for executive compensation benchmarking includes companies such as American Eagle Outfitters, Duluth Holdings, Express, and Urban Outfitters.
• The company's revenue was between the 25th percentile and the median of its peer group, while its market capitalization was approximately at the 25th percentile.
• The company's executive compensation arrangements are considered competitive if they fall within a range of 15% above or below a market median.

Related Party Transactions

• The Company is a party to a license agreement dated as of July 2024, with an affiliate of Josephine Linden, pursuant to which it maintains an office in New York, New York, and also receives use of and access to a conference room, kitchen and other common areas, utilities, and the services of an office manager for $9,600 per month.

Stakeholder Impact

• Stockholders are encouraged to participate in the annual meeting and vote on key proposals.
• The company's performance and executive compensation decisions are designed to align with the long-term interests of stockholders.
• The company is committed to creating an inspiring culture that is welcoming for all who work and shop with us.

Next Steps

• Stockholders are encouraged to vote their shares prior to the Annual Meeting.
• The Board and Compensation Committee will consider the outcome of the advisory vote on executive compensation when making future compensation decisions and policies.

Key Dates

Keywords

Annual Meeting, Proxy Statement, Stockholders, Board of Directors, Director Election, Executive Compensation, Deloitte & Touche LLP, Corporate Governance, Lands' End