Burgoyne Celeste Form 4 lululemon athletica / CELESTE BURGOYNE ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

BURGOYNE CELESTE

(Last)

(First)

(Middle)

C/O LULULEMON ATHLETICA INC

1818 CORNWALL AVENUE

(Street)

VANCOUVER

V6J 1C7

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
lululemon athletica inc. [ LULU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Pres Americas & Global Guest

3. Date of Earliest Transaction (Month/Day/Year)
03/30/2023

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock⁽¹⁾	03/30/2023		A		2,234	A	$358.09	15,918	D
Common Stock⁽²⁾	03/30/2023		F		328	D	$358.09	15,590	D
Common Stock⁽²⁾	03/31/2023		F		288	D	$364.19	15,302	D
Common Stock	03/31/2023		M		8,949	A	$85.96	24,251	D
Common Stock	03/31/2023		M		8,394	A	$167.54	32,645	D
Common Stock	03/31/2023		S		17,243	D	$362	15,402	D
Common Stock	03/31/2023		S		100	D	$362.04	15,302	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option (right to buy)	$358.09	03/30/2023		A		9,232		⁽³⁾	03/30/2030	Common Stock	9,232	$0	9,232	D
Stock Option (right to buy)	$85.96	03/31/2023		M			8,949	⁽⁴⁾	03/28/2025	Common Stock	8,949	$0	0	D
Stock Option (right to buy)	$167.54	03/31/2023		M			8,394	⁽⁵⁾	03/28/2026	Common Stock	8,394	$0	0	D

Explanation of Responses:

1. Restricted Stock units convert into common stock on a one-for-one basis. The reporting person received a restricted stock unit award which vests as to 33% on March 30, 2024, 33% on March 30, 2025 and 34% on March 30, 2026, subject to the reporting person's continued employment or association with the issuer through such date.

2. Represents shares withheld for tax obligations in connection with vesting of restricted stock units.

3. These options shall vest as to 25% on each of March 30, 2024, March 30, 2025, March 30, 2026 and March 30, 2027, subject to the reporting person's continued employment or association with the issuer through each such date.

4. These options were fully vested and exercisable on March 28, 2022.

5. These options were fully vested and exercisable on March 28, 2023.

	/s/ Celeste Burgoyne by Alex Grieve, Attorney-in-Fact	04/03/2023
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Burgoyne Celeste Form 4lululemon athletica / CELESTE BURGOYNE ownership change