The board of Victoria’s Secret has released explosive claims about the relationship with its second-largest shareholder, BBRC, and its serial retail-investing founder, Brett Blundy.
The response comes after Brett Blundy made public his call for Victoria’s Secret shareholders to vote against the renewal of two longstanding board members: Chair Donna James and Mariam Naficy.
This call included claims that the “ineffective oversight of management” was a contributing factor to what Blundy feels is an underperforming stock. Voting against James and Naficy’s re-election to the board at the company’s June 11 annual meeting, Blundy said, would help CEO Hillary Super going forward.
Victoria’s Secret called this move from Blundy a “distracting and self-interested proxy contest”. It also revealed that Mariam Naficy has informed the board she will not stand for re-election, citing the time required to engage with the proxy contest and her other professional commitments. In an update to shareholders, Victoria’s Secret claimed it has delivered a 164 per cent to 173 per cent total shareholder return since Super’s appointment.
The lingerie retailer then published a timeline of events between itself and BBRC, detailing why it did not accept Blundy onto its board.
It alleges that, on October 12, 2023, Blundy requested his own appointment to the board. This request was denied on January 11, 2024, on the grounds that it could violate the terms of its former parent company, L Brands’ US$90 million corporate governance reform package, which was announced in 2022 following a raft of allegations levelled against the workplace culture, and claims of sexual assault, at Victoria’s Secret.
The board alleged that other firms with which Blundy had an interest or control involved “serious allegations” of a similar nature, posing a “significant reputational risk”.
In April 2021, the board said that BBRC attempted to acquire the Victoria’s Secret business from L Brands, just before it became a public company.
The board added that Blundy’s continued accumulation of common stock and the launch of a competing lingerie brand, Léays, could create a significant conflict of interest for a would-be board member.
Victoria’s Secret’s filing said BBRC-owned retailers have a “pattern of hiring executives with a history of serious allegations of sexual harassment or other misconduct”. There is no suggestion of wrongdoing by Blundy and BBRC in relation to the harassment and other allegations mentioned.
Inside Retail has offered BBRC the opportunity to comment on the filing.
