UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

~~WASHINGTON~~Washington, D.C. 20549

FORM 8-K

~~CURRENT~~Current ~~REPORT~~Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

~~July~~August 2113, 2025

Date of Report (~~Date~~date of earliest event reported)

Lulu’s Fashion Lounge Holdings, Inc.

(Exact name of Registrant as Specified in its Charter)


Delaware	001-41059	20-8442468
(State or Other Jurisdictionof Incorporation)	(CommissionFile Number)	(IRS EmployerIdentification Number)

Delaware	001-41059	20-8442468
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

195 Humboldt Avenue

Chico, California 95928

(Address of Principal Executive Offices) (Zip Code)

(530) 343-3545

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		TradingSymbol(s)		Name of Each Exchangeon Which Registered
Common Stock, par value $0.001 per share		LVLU		The Nasdaq Stock Market LLC


Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, par value $0.001 per share	LVLU	The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

~~Item 8.01. Other Events.~~

On July 21, 2025, Lulu’s Fashion Lounge Holdings, Inc. (the “Company”) received a notice (the “Nasdaq Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it was back in compliance with the minimum bid price requirement set forth in Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Requirement”) for continued listing on The Nasdaq Capital Market.

~~The Company was previously notified on February 27, 2025 that it was not in compliance with Nasdaq Listing Rule 5450(a)(1) because its common stock had failed to maintain a minimum bid price of $1~~Item 2.0002 Results ~~per share for a period~~ of ~~thirty~~Operations ~~(30)~~and ~~consecutive~~Financial ~~business days~~Condition.

On August 13, 2025, Lulu’s Fashion Lounge Holdings, Inc. (“Lulus”) issued a press release containing Lulus’ financial results for its second quarter ended June 29, 2025 and updating its Adjusted EBITDA financial outlook for the third quarter ending September 28, 2025 and its capital expenditure outlook for the year ending December 28, 2025. A copy of Lulus’ press release is attached hereto as Exhibit 99.1.

~~Pursuant~~The toinformation ~~the~~contained ~~Nasdaq~~in ~~Notice,~~this ~~Nasdaq~~Current ~~notified~~Report ~~the~~shall ~~Company~~not ~~that~~be deemed “filed” for 10purposes ~~consecutive~~of ~~business~~Section 18 ~~days~~of ~~from~~the ~~July~~Securities 7Exchange toAct ~~July~~of 181934, ~~2025,~~as amended (the ~~closing~~“Exchange ~~bid~~Act”), ~~price~~or ofincorporated ~~the~~by ~~Company’s~~reference ~~common~~in ~~stock~~any ~~was~~filing atunder ~~$1.00~~the ~~per~~Securities ~~share~~Act orof ~~greater~~1933, ~~and~~ as ~~such~~amended, or the ~~Company~~Exchange ~~has~~Act, ~~regained~~except ~~compliance~~as ~~with~~shall ~~the~~be ~~Minimum~~expressly ~~Bid~~set ~~Price~~forth ~~Requirement~~by ~~and~~specific ~~the~~reference ~~matter~~in issuch ~~now~~a ~~closed~~filing.

~~On July 22, 2025, the Company issued a press release announcing the receipt of the Nasdaq Notice. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.~~

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The ~~Item~~following ~~9.01~~exhibits ~~Financial~~are ~~Statements~~furnished ~~and Exhibits. ~~herewith:

Exhibit Number		Description
99.1		Press release issued by Lulu’s Fashion Lounge Holdings, Inc. on August 13, 2025.
104		Cover Page Interactive Data File (formatted as inline XBRL).

~~(d) Exhibits~~

~~The following exhibits are filed herewith:~~

SIGNATURES

Exhibit Number		Description
99.1		Press release issued by Lulu’s Fashion Lounge Holdings, Inc. on July 22, 2025.
104		Cover Page Interactive Data File (formatted as inline XBRL).

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


		Lulu’s Fashion Lounge Holdings, Inc.

Date:	August 13, 2025	By:	/s/ Crystal Landsem
			Crystal Landsem
			Chief Executive Officer and Interim Chief Financial Officer

~~SIGNATURES~~

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~

		Lulu’s Fashion Lounge Holdings, Inc.

Date: July 22, 2025	By:	/s/ Crystal Landsem
		Crystal Landsem
		Chief Executive Officer

Filing Compare · Lulu's Fashion Lounge Holdings, Inc.