SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC  20549

SCHEDULE 13D
(Rule 13d-101)

UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 4)*

lululemon athletica inc.
(Name of Issuer)

Common Stock, par value $0.005
(Title of Class of Securities)

550021109
(CUSIP Number)

Bryan Dornfried, Senior Manager – Fund Administration
c/o Advent International Corporation
Prudential Tower, 800 Boylston Street, Suite 3300
Boston, MA 02199-8069
Tel: 617−951−9400
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

March 28, 2019
(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box.  ☐

Note.  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See Rule 13d-7 for other parties to whom copies are to be sent.

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

13D

1
NAME OF REPORTING PERSONS
 
 
Advent International Corporation
 
 

 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
 
5,105,279*
 
 
 
 
8
SHARED VOTING POWER
 
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 
5,105,279*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
5,105,279*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
4.18%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
 CO, IA
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

2

1
NAME OF REPORTING PERSONS
 
 
Advent International GPE VII, LLC
 
 

 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
5,105,279*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 
5,105,279*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
5,105,279*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
4.18%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
 OO
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

3
1
NAME OF REPORTING PERSONS
 
 
Advent Puma Acquisition Limited
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
 
4,954,122*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
4,954,122*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
4,954,122*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
4.05%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
 
OO
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

4

1
NAME OF REPORTING PERSONS
 
 
GPE VII GP Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
 
1,729,260*
 
 
 
 
8
SHARED VOTING POWER
 
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
 
1,729,260*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
1,729,260*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
 
1.41%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

5
1
NAME OF REPORTING PERSONS
 
 
Advent International GPE VII-A Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
 
 WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
595,561*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
595,561*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
 
595,561*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.49%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

6
1
NAME OF REPORTING PERSONS
 
 
Advent International GPE VII-E Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
1,052,566*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
1,052,566*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
1,052,566*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.86%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

7
1
NAME OF REPORTING PERSONS
 
 
Advent International GPE VII-H Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
81,133*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
81,133*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
81,133*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.07%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

8
1
NAME OF REPORTING PERSONS
 
 
Advent International GPE VII Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Luxembourg
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
643,469*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
643,469*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
643,469*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.53%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

9
1
NAME OF REPORTING PERSONS
 
 
Advent International GPE VII−B Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Luxembourg
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
1,460,795*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
1,460,795*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
1,460,795*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
1.19%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

10
1
NAME OF REPORTING PERSONS
 
 
Advent International GPE VII-C Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Luxembourg
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
464,366*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
464,366*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
464,366*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.38%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

11
1
NAME OF REPORTING PERSONS
 
 
Advent International GPE VII-D Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Luxembourg
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
385,132*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
385,132*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
385,132*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.31%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

12
1
NAME OF REPORTING PERSONS
 
 
Advent International GPE VII-F Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Luxembourg
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
135,550*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
135,550*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
135,550*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.11%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

13
1
NAME OF REPORTING PERSONS
 
 
Advent International GPE VII-G Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Luxembourg
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
135,550*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
135,550*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
135,550*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.11%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

14
1
NAME OF REPORTING PERSONS
 
 
GPE VII GP S.à r.l.
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Luxembourg
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
3,224,862*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
3,224,862*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,224,862*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
2.64%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
OO
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

15
1
NAME OF REPORTING PERSONS
 
 
Advent Partners GPE VII Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
2,271*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
2,271*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
2,271*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
<0.01%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

16
1
NAME OF REPORTING PERSONS
 
 
Advent Partners GPE VII Cayman Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
49,498*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
49,498*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
49,498*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.04%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

17
1
NAME OF REPORTING PERSONS
 
 
Advent Partners GPE VII – A Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
5,437*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
5,437*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
5,437*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
<0.01%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

18
1
NAME OF REPORTING PERSONS
 
 
Advent Partners GPE VII – A Cayman Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
13,090*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
13,090*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
13,090*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.01%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

19
1
NAME OF REPORTING PERSONS
 
 
Advent Partners GPE VII – B Cayman Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
53,988*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
53,988*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
53,988*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.04%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

20
1
NAME OF REPORTING PERSONS
 
 

Advent Partners GPE VII 2014 Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
3,125*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
3,125*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
3,125*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
<0.01%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

21
1
NAME OF REPORTING PERSONS
 
 
Advent Partners GPE VII 2014 Cayman Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
8,883*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
8,883*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
8,883*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.01%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

22
1
NAME OF REPORTING PERSONS
 
 
Advent Partners GPE VII – A 2014 Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Delaware
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
8,601*
 
 
 
 
8
SHARED VOTING POWER
 
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
8,601*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
8,601*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.01%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

23
1
NAME OF REPORTING PERSONS
 
 
Advent Partners GPE VII – A 2014 Cayman Limited Partnership
 
 
 
 
 
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
 
(b)
☒
 
 
3
SEC USE ONLY
 
 
 
 
 
 
 
4
SOURCE OF FUNDS
 
 
WC
 
 
 
 
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)
 
☐
 
 
 
 
 
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
 
Cayman Islands
 
 
 
 
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
 
6,264*
 
 
 
 
8
SHARED VOTING POWER
 
 
None
 
 
 
 
9
SOLE DISPOSITIVE POWER
 
 
6,264*
 
 
 
 
10
SHARED DISPOSITIVE POWER
 
 
None
 
 
 
 
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
 
6,264*
 
 
 
 
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
 
☐
 
 
 
 
 
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
 
0.01%*
 
 
 
 
14
TYPE OF REPORTING PERSON
 
 
PN
 
 
 
 

* See Item 5 of this Amendment No. 4 to Schedule 13D.

24
This Amendment No. 4 (“Amendment No. 4”) amends the Statement on Schedule 13D first filed on August 18, 2014, and as amended (the “Schedule 13D”), and is jointly filed by the Reporting Persons (as defined in Item 2 below) with respect to the Common Stock, par value $0.005 per share (the “Common Stock”), of lululemon athletica inc., (the “Corporation” or the “Issuer”).  Unless otherwise indicated, each capitalized term used but not otherwise defined herein shall have the meaning assigned to such term in the Schedule 13D.

Item 2.
Identity and Background

Item 2 of the Schedule 13D is supplemented as follows:

(a) & (f) This Amendment No. 4 is being filed by the following entities:


 1.
Advent International Corporation, a Delaware Corporation

2.
Advent International GPE VII, LLC, a Delaware limited liability company

3.
Advent Puma Acquisition Limited, a Cayman Islands limited company

4.
GPE VII GP Limited Partnership, a Cayman Islands limited partnership

5.
GPE VII GP S.à r.l., a Luxembourg limited liability company

6.
Advent International GPE VII-A Limited Partnership, a Cayman Islands limited partnership

7.
Advent International GPE VII-E Limited Partnership, a Cayman Islands limited partnership

8.
Advent International GPE VII-H Limited Partnership, a Cayman Islands limited partnership

9.
Advent International GPE VII Limited Partnership, a Luxembourg limited partnership

10.
Advent International GPE VII-B Limited Partnership, a Luxembourg limited partnership

11.
Advent International GPE VII-C Limited Partnership, a Luxembourg limited partnership

12.
Advent International GPE VII-D Limited Partnership, a Luxembourg limited partnership

13.
Advent International GPE VII-F Limited Partnership, a Luxembourg limited partnership

14.
Advent International GPE VII-G Limited Partnership, a Luxembourg limited partnership

15.
Advent Partners GPE VII Limited Partnership, a Delaware limited partnership

16.
Advent Partners GPE VII Cayman Limited Partnership, a Cayman Islands limited partnership

17.
Advent Partners GPE VII – A Limited Partnership, a Delaware limited partnership

18.
Advent Partners GPE VII – A Cayman Limited Partnership, a Cayman Islands limited partnership

19.
Advent Partners GPE VII – B Cayman Limited Partnership, a Cayman Islands limited partnership

20.
Advent Partners GPE VII 2014 Limited Partnership, a Delaware limited partnership

21.
Advent Partners GPE VII 2014 Cayman Limited Partnership, a Cayman Islands limited partnership

22.
Advent Partners GPE VII – A 2014 Limited Partnership, a Delaware limited partnership

23.
Advent Partners GPE VII – A 2014 Cayman Limited Partnership, a Cayman Islands limited partnership

The entities listed in subparagraphs (1) through (23) above are herein collectively referred to as the “Reporting Persons” and individually as a “Reporting Person.”  The entities listed in subparagraphs (6) through (23) above are herein collectively referred to as the “Advent Funds” and individually as an “Advent Fund.”  The entities listed in subparagraphs (15) through (23) above are herein collectively referred to as the “Specified Advent Funds” and individually as a “Specified Advent Fund.”  A joint filing agreement by the Reporting Persons pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, is included as Exhibit 99.5 to this Amendment No. 4.

25
Advent International Corporation (“AIC”) is a Delaware corporation, and the persons serving as its directors and executive officers are set forth on Schedule A hereto.

Advent Puma Acquisition Limited (“APAL”) is owned by the Advent Funds other than the Specified Advent Funds.

AIC is the Manager of Advent International GPE VII, LLC (“AIGPE VII LLC”) which in turn is the General Partner of the following entities:  Advent Partners GPE VII Limited Partnership; Advent Partners GPE VII Cayman Limited Partnership; Advent Partners GPE VII – A Limited Partnership; Advent Partners GPE VII – A Cayman Limited Partnership; Advent Partners GPE VII – B Cayman Limited Partnership; Advent Partners GPE VII 2014 Limited Partnership; Advent Partners GPE VII 2014 Cayman Limited Partnership; Advent Partners GPE VII – A 2014 Limited Partnership; Advent Partners GPE VII – A 2014 Cayman Limited Partnership; GPE VII GP S.à r.l. (“GPEVII GP SARL”); and GPE VII GP Limited Partnership (“GPEVII GP”).

GPEVII GP SARL is the General Partner of the following entities: Advent International GPE VII Limited Partnership; Advent International GPE VII-B Limited Partnership; Advent International GPE VII-C Limited Partnership; Advent International GPE VII-D Limited Partnership; Advent International GPE VII-F Limited Partnership; and Advent International GPE VII-G Limited Partnership.

GPEVII GP is the General Partner of the following entities: Advent International GPE VII-A Limited Partnership; Advent International GPE VII-E Limited Partnership; and Advent International GPE VII-H Limited Partnership.

(b)          The principal business address of each Reporting Person is c/o Advent International Corporation, Prudential Tower, 800 Boylston Street, Suite 3300, Boston, MA 02199-8069.

(c) The principal business of AIC is to operate as an investment advisory firm and to make private equity investments.  The principal business of each Reporting Person other than AIC, AIGPE VII LLC, GPEVII GP and GPEVII GP SARL is to provide risk capital for, and make investments in the securities of, privately held and other businesses.  Each of AIGPE VII LLC, GPEVII GP and GPEVII GP SARL serves as the general partner of various Advent funds.

(d) & (e) During the last five years, none of the Reporting Persons nor any person listed on Schedule A has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).  During the last five years, none of the Reporting Persons nor any person listed on Schedule A has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which any such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violations with respect to such laws.

Item 4.
Purpose of Transaction.

Item 4 of the Schedule 13D is supplemented as follows:

The information set forth under Item 2 of this Amendment No. 4 is incorporated herein by reference.
 
26
On March 28, 2019, APAL and the Specified Advent Funds sold, at $163.53 per share, an aggregate of 5,000,000 shares of Common Stock (1,000,000 shares to the Issuer and 4,000,000 to a broker/dealer pursuant to Rule 144), as set forth in the table below:

Seller (Reporting Person)
  
Sale to
Issuer
    
Rule 144
Sale
    
Total Sales
  
Advent Puma Acquisition Limited
    
970,392
      
3,881,569
      
4,851,961
  
Advent Partners GPE VII-A Limited Partnership
    
1,065
      
4,259
      
5,324
  
Advent Partners GPE VII-A Cayman Limited Partnership
    
2,564
      
10,256
      
12,820
  
Advent Partners GPE VII-B Cayman Limited Partnership
    
10,575
      
42,299
      
52,874
  
Advent Partners GPE VII 2014 Limited Partnership
    
612
      
2,447
      
3,059
  
Advent Partners GPE VII 2014 Cayman Limited Partnership
    
1,740
      
6,960
      
8,700
  
Advent Partners GPE VII-A 2014 Limited Partnership
    
1,685
      
6,740
      
8,425
  
Advent Partners GPE VII-A 2014 Cayman Limited Partnership
    
1,227
      
4,908
      
6,135
  
Advent Partners GPE VII Limited Partnership
    
445
      
1,780
      
2,225
  
Advent Partners GPE VII Cayman Limited Partnership
    
9,695
      
38,782
      
48,477
  
     
1,000,000
      
4,000,000
      
5,000,000
  

All of the Common Stock that is beneficially owned by the Reporting Persons was acquired for investment purposes.  The Reporting Persons may sell all or a portion of the shares of Common Stock now owned in the open market, in privately negotiated transactions or otherwise, at any time and from time to time and at such prices as the Reporting Persons deem advisable.  The Reporting Persons intend to review their investment in the Issuer continually.  Depending upon the results of such review and other factors that the Reporting Persons deem relevant to an investment in the Issuer, the Reporting Persons may take or propose to take, alone or in conjunction with others including the Issuer, other actions intended to increase or decrease the Reporting Persons’ investment in the Issuer or the value of their investment in the Issuer, which could include one or more of the transactions or actions referred to in paragraphs (a) through (j) of Item 4 of Schedule 13D.

David M. Mussafer (“Mr. Mussafer”) and Tricia Patrick (“Ms. Patrick”), each employees of AIC, serve as directors of the Issuer and were appointed to the Issuer’s board of directors as contemplated by the Support Agreement.

Item 5.
Interests in the Securities of the Issuer.

Item 5 of the Schedule 13D is supplemented as follows:

(a) and (b)  The responses of the Reporting Persons to Rows (7) through (13) of the cover pages of this Amendment No. 4 as of the close of business on April 1, 2019, are incorporated herein by reference.  After giving effect to the sale of shares of Common Stock described in Item 4 of this Amendment No. 4, as of the close of business on April 1, 2019, the Reporting Persons beneficially owned in the aggregate 5,105,279 shares of Common Stock, representing approximately 4.18% of the shares of Common Stock outstanding.  Percentage ownership calculations are based on 122,280,140 shares of Common Stock outstanding as of March 21, 2019 after giving effect to the repurchase by the Issuer described in Item 4 of this Amendment No. 4 (based on shares of Common Stock outstanding disclosed in the Issuer’s Form 10-K filed with the SEC on March 27, 2019).  The shares of Common Stock beneficially owned by the Reporting Persons as of close of business on April 1, 2019, were held directly as follows:  APAL (4,954,122 shares); Advent Partners GPE VII-A Limited Partnership (5,437 shares); Advent Partners GPE VII-A Cayman Limited Partnership (13,090 shares); Advent Partners GPE VII-B Cayman Limited Partnership (53,988 shares); Advent Partners GPE VII 2014 Limited Partnership (3,125 shares); Advent Partners GPE VII 2014 Cayman Limited Partnership (8,883 shares); Advent Partners GPE VII-A 2014 Limited Partnership (8,601 shares); Advent Partners GPE VII-A 2014 Cayman Limited Partnership (6,264 shares); Advent Partners GPE VII Limited Partnership (2,271 shares); and Advent Partners GPE VII Cayman Limited Partnership (49,498 shares).

27
As of March 21, 2019, the Issuer also had outstanding 7,669,716 shares of special voting stock (as disclosed in the Issuer’s Form 10-K filed with the SEC on March 27, 2019), through which the holders of exchangeable shares of Lulu Canadian Holding, Inc. may exercise their voting rights with respect to the Issuer.  The special voting stock and the Common Stock generally vote together as a single class on all matters on which the Common Stock is entitled to vote.  Accordingly, as of the close of business on April 1, 2019, the shares of Common Stock beneficially owned in the aggregate by the Reporting Persons represented approximately 3.93% of the shares of the voting power of the Issuer’s shares of Common Stock and special voting stock outstanding.

The following table sets forth the aggregate number and percentage of the Common Stock beneficially owned by each Reporting Person named in Item 2 of this Amendment No. 4 as of the close of business on April 1, 2019, after giving effect to the sale of shares of Common Stock described in Item 4 of this Amendment No. 4.  The aggregate number and percentage of the Common Stock beneficially owned by each Reporting Person is calculated in accordance with Rule 13d-3 of the Exchange Act.

Reporting Persons
  
Number of
Shares
Beneficially
Owned
    
Percentage
of Common
Stock
Outstanding
  
Advent International Corporation (1) (2) (3)
    
5,105,279
      
4.18
%
Advent International GPE VII, LLC (1) (2) (3)
    
5,105,279
      
4.18
%
Advent Puma Acquisition Limited  (4)
    
4,954,122
      
4.05
%
GPE VII GP S.à r.l. (1) (2)
    
3,224,862
      
2.64
%
GPE VII GP Limited Partnership (1) (3)
    
1,729,260
      
1.41
%
Advent Partners GPE VII – A Limited Partnership (1)
    
5,437
    
<0.01
 %
Advent Partners GPE VII – A Cayman Limited Partnership (1)
    
13,090
      
0.01
%
Advent Partners GPE VII – B Cayman Limited Partnership (1)
    
53,988
      
0.04
%
Advent Partners GPE VII 2014 Limited Partnership (1)
    
3,125
      
<0.01
%
Advent Partners GPE VII 2014 Cayman Limited Partnership (1)
    
8,883
      
0.01
%
Advent Partners GPE VII – A 2014 Limited Partnership (1)
    
8,601
      
0.01
%
Advent Partners GPE VII – A 2014 Cayman Limited Partnership (1)
    
6,264
      
0.01
%
Advent Partners GPE VII Limited Partnership (1)
    
2,271
    
<0.01
 %
Advent Partners GPE VII Cayman Limited Partnership (1)
    
49,498
      
0.04
%
Advent International GPE VII-A Limited Partnership (3)
    
595,561
      
0.49
%
Advent International GPE VII-E Limited Partnership (3)
    
1,052,566
      
0.86
%
Advent International GPE VII-H Limited Partnership (3)
    
81,133
      
0.07
%
Advent International GPE VII Limited Partnership (2)
    
643,469
      
0.53
%
Advent International GPE VII-B Limited Partnership (2)
    
1,460,795
      
1.19
%
Advent International GPE VII-C Limited Partnership (2)
    
464,366
      
0.38
%
Advent International GPE VII-D Limited Partnership (2)
    
385,132
      
0.31
%
Advent International GPE VII-F Limited Partnership (2)
    
135,550
      
0.11
%
Advent International GPE VII-G Limited Partnership (2)
    
135,550
      
0.11
%
Total Group
    
5,105,279
      
4.18
%

28
(1)
AIC is the Manager of Advent International GPE VII, LLC (“AIGPE VII LLC”) which in turn is the General Partner of the indicated Reporting Persons.  As such, AIC has the sole power to vote and dispose of the securities beneficially owned by:  Advent Partners GPE VII Limited Partnership; Advent Partners GPE VII Cayman Limited Partnership; Advent Partners GPE VII – A Limited Partnership; Advent Partners GPE VII – A Cayman Limited Partnership; Advent Partners GPE VII – B Cayman Limited Partnership; Advent Partners GPE VII 2014 Limited Partnership; Advent Partners GPE VII 2014 Cayman Limited Partnership; Advent Partners GPE VII – A 2014 Limited Partnership; Advent Partners GPE VII – A 2014 Cayman Limited Partnership.  The beneficial ownership of AIC and AIGPE VII LLC derive from such power.

(2)
AIC is the Manager of AIGPE VII LLC which in turn is a Manager of GPE VII GP S.à r.l. (“GPEVII GP SARL”) which in turn is the General Partner of the indicated Reporting Persons.  As such, AIC has the sole power to vote and dispose of the securities beneficially owned by Advent International GPE VII Limited Partnership, Advent International GPE VII-B Limited Partnership, Advent International GPE VII-C Limited Partnership, Advent International GPE VII-D Limited Partnership, Advent International GPE VII-F Limited Partnership, and Advent International GPE VII-G Limited Partnership.  The beneficial ownership of AIC, AIGPE VII LLC and GPEVII GP SARL derive from such power.

(3)
AIC is the Manager of AIGPE VII LLC which in turn is the General Partner of GPE VII GP Limited Partnership (“GPEVII GP”) which in turn is the General Partner of the indicated Reporting Persons.  As such, AIC has the sole power to vote and dispose of the securities beneficially owned by Advent International GPE VII-A Limited Partnership, Advent International GPE VII-E Limited Partnership, and Advent International GPE VII-H Limited Partnership.  The beneficial ownership of AIC, AIGPE VII LLC and GPEVII GP derive from such power.

(4)
The owners of APAL are the Advent Funds other than the Specified Advent Funds.

To the Reporting Persons’ knowledge, none of the directors or executive officers of the Reporting Persons listed on Schedule A to this Amendment No. 4 beneficially owned shares of Common Stock as of the close of business on April 1, 2019, except that Mr. Mussafer beneficially owned 27,358 shares of Common Stock and Ms. Patrick beneficially owned 1,603 shares of Common Stock.

(c)  Except as disclosed in Item 4 of this Amendment No. 4, which is incorporated herein by reference, no Reporting Person has effected any transactions in the Common Stock during the past 60 days, and to the Reporting Persons’ knowledge, none of the directors or executive officers of the Reporting Persons listed on Schedule A to this Amendment No. 4 effected any transactions in the Common Stock during within the past 60 days.

(e)  On March 28, 2019, the Reporting Persons ceased to be the beneficial owner of more than five percent of the Common Stock outstanding.

Item 7.
Materials to be Filed as Exhibits.

Item 7 of the Schedule 13D is supplemented as follows:

Exhibit 99.5
Joint Filing Agreement pursuant to Rule 13d−1(k)(1) under the Securities Exchange Act of 1934, as amended.

29
SIGNATURE

After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.

Dated:  April 1, 2019

 
Advent International GPE VII-A Limited Partnership
 
Advent International GPE VII-E Limited Partnership
 
Advent International GPE VII-H Limited Partnership
 
By:
GPE VII GP Limited Partnership, General Partner
 
By:
Advent International GPE VII, LLC, General Partner
 
By:
Advent International Corporation, Manager
 
By:
Bryan Dornfried, Senior Manager – Fund Administration*
     
 
Advent International GPE VII Limited Partnership
 
Advent International GPE VII-B Limited Partnership
 
Advent International GPE VII-C Limited Partnership
 
Advent International GPE VII-D Limited Partnership
 
Advent International GPE VII-F Limited Partnership
 
Advent International GPE VII-G Limited Partnership
 
By:
GPE VII GP S.à r.l., General Partner
 
By:
Advent International GPE VII, LLC, Manager                          By: Justin Nuccio, Manager†
 
By:
Advent International Corporation, Manager
 
By:
Bryan Dornfried, Senior Manager – Fund Administration*
     
 
Advent Partners GPE VII Limited Partnership
 
Advent Partners GPE VII Cayman Limited Partnership
 
Advent Partners GPE VII – A Limited Partnership
 
Advent Partners GPE VII – A Cayman Limited Partnership
 
Advent Partners GPE VII – B Cayman Limited Partnership
 
Advent Partners GPE VII 2014 Limited Partnership
 
Advent Partners GPE VII 2014 Cayman Limited Partnership
 
Advent Partners GPE VII – A 2014 Limited Partnership
 
Advent Partners GPE VII – A 2014 Cayman Limited Partnership
 
By:
Advent International GPE VII, LLC, General Partner
 
By:
Advent International Corporation, Manager
 
By:
Bryan Dornfried, Senior Manager – Fund Administration*
     
 
GPE VII GP Limited Partnership
 
GPE VII GP S.à r.l.
 
By:
Advent International GPE VII, LLC, Manager                          By: Justin Nuccio, Manager†
 
By:
Advent International Corporation, Manager
 
By:
Bryan Dornfried, Senior Manager – Fund Administration*
     
 
Advent International GPE VII, LLC
 
By:
Advent International Corporation, Manager
 
By:
Bryan Dornfried, Senior Manager – Fund Administration*
     
 
Advent International Corporation
 
By:
Bryan Dornfried, Senior Manager – Fund Administration*

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*For the above:
  
       
 
By:
 /s/ Bryan Dornfried  
   
Bryan Dornfried, Senior Manager – Fund Administration
       
 
†For the above:
  
       
 
By:
 /s/ Justin Nuccio  
   
Justin Nuccio, Manager
       
 
Advent Puma Acquisition Limited
  
       
 
By:
 /s/ Michael Ristaino  
   
Michael Ristaino, Director

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SCHEDULE A


 I.
Advent International Corporation

The name and present principal occupation of each executive officer and director of Advent International Corporation is set forth below.  The business address of each executive officer and director of Advent International Corporation is c/o Advent International Corporation, Prudential Tower, 800 Boylston Street, Suite 3300, Boston, Massachusetts  02199-8069.  All of the persons listed below are United States citizens other than James Brocklebank, Patrice Etlin and Jan Janshen.  Mr. Brocklebank is a citizen of the United Kingdom; Mr. Etlin is a citizen of Brazil; and Mr. Janshen is a citizen of Germany.

 
Name
Position with Advent
International Corporation
Principal Occupation
(if different)
Peter A. Brooke
Director, Chairman Emeritus
  
Thomas H. Lauer
Director
  
Richard F. Kane
Senior Vice President of Operations and Business Development & Managing Director; Assistant Secretary
  
Eileen Sivolella
Senior Vice President & Managing Director; Chief Financial Officer; Treasurer; Assistant Secretary
  
James R. Westra
Senior Vice President & Managing Partner; Chief Legal Officer; General Counsel
  
Andrew D. Dodge
Vice President; Deputy General Counsel; Secretary
  
Heather R. Zuzenak
Chief Compliance Officer
  
Jarlyth H. Gibson
Risk Officer; Assistant Treasurer
  
James G.A. Brocklebank
Senior Vice President & Managing Partner; Executive Officers’ Committee Member
  
Patrice Etlin
Senior Vice President & Managing Partner; Executive Officers’ Committee Member
  
Jan Janshen
Senior Vice President & Managing Partner; Executive Officers’ Committee Member
  
David M. Mussafer
Director; Chairman & Managing Partner; Executive Officers’ Committee Member
  
David M. McKenna
Director; Senior Vice President & Managing Partner; Executive Officers’ Committee Member
  
Steven M. Tadler
Director; Senior Vice President & Managing Partner
  
John F. Brooke
Director
Managing Director of Brooke Private Equity Associates (1)
Mark Hoffman
Director
  

(1) The business address of Brooke Private Equity Associates is 20 Custom House St., Suite 610, Boston, MA  02110.


 II.
Advent Puma Acquisition Limited

The directors of Advent Puma Acquisition Limited are Myriam Deltenre, Fergal O’Hannrachain and Michael Ristaino.  The business address of each director is c/o Advent International Corporation, Prudential Tower, 800 Boylston Street, Suite 3300, Boston, Massachusetts  02199-8069.  Ms. Deltenre is a citizen of Belgium; Mr. O’Hannrachain is a citizen of Ireland; and Mr. Ristaino is a citizen of the United States.


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