gile but accelerating recovery. Blundy’s critique was not without bite. Having built a roughly 13 per cent stake since 2022, the Australian retail billionaire positioned himself as a frustrated insider, arguing that Victoria’s Secret had materially underperformed peers and suffered from what he described as “ineffective oversight of management”. Central to his argument was governance stagnation, with James’ 25-year tenure framed as incompatible with modern board independence. In another cycle, that argument may have gained traction. But Victoria’s Secret understood the mechanics of shareholder persuasion and moved quickly to reframe the narrative. From performance to power Rather than engaging solely on performance metrics, the board widened the lens. It labelled BBRC’s campaign a “distracting and self-interested proxy contest”, then escalated the dispute by publishing a detailed timeline of its relationship with Blundy. This included rejecting his prior request to join the board and outlining concerns ranging from potential conflicts of interest – including BBRC’s investments in competing lingerie ventures – to reputational risk tied to governance controversies in companies within his orbit. This was a calculated shift: from a debate about performance to one about suitability. It also neutralised one of Blundy’s key advantages – his identity as a seasoned retail operator. By raising questions about alignment and risk, Victoria’s Secret made the case that not all retail expertise is additive at the board level, particularly for a brand still navigating the aftershocks of its own cultural reset. At the same time, the company ensured its operational narrative was front and centre. Under CEO Hillary Super, Victoria’s Secret has been repositioning itself through its “Path to Potential” strategy, with early signs of traction. The company reported stronger-than-expected first-quarter results, with sales rising more than 15 per cent year-on-year, and pointed to triple-digit total shareholder returns since Super’s appointment. Whether those figures tell the full story is debatable – Blundy’s longer-term underperformance argument still resonates in some corners of the market – but in proxy contests, momentum often outweighs history. Victoria’s Secret successfully convinced shareholders that the turnaround was not only real, but at risk of disruption. The shareholder verdict The voting outcome underscores just how effectively that message landed. Excluding BBRC’s votes, support for James exceeded 99 per cent, with similarly strong backing for the rest of the board. Even including BBRC, approval remained comfortably above majority thresholds. In practical terms, Blundy’s campaign failed to build a coalition. Activist campaigns typically hinge on rallying institutional investors around a clear thesis: underperformance plus a credible alternative. While Blundy articulated the former, his ability to deliver the latter weakened over time. He withdrew earlier efforts to install an alternative slate of directors, narrowing the campaign to targeted removals – a move that may have diluted its strategic clarity. Meanwhile, Victoria’s Secret offered something simpler: continuity with improving results. There is also a broader governance subtext. Victoria’s Secret has spent the past several years attempting to distance itself from legacy cultural issues tied to its former parent, L Brands. Against that backdrop, any perceived governance risk – particularly those touching on workplace conduct – carries heightened sensitivity. By foregrounding these concerns, the board tapped into a post-#MeToo investor mindset that places a premium on oversight and reputational safeguards. Market reaction suggests investors are willing to back that positioning. Shares climbed to their highest levels since 2021 following the vote, reinforcing the sense that stability, for now, is being rewarded. What comes next? Proxy victories can be fleeting if not supported by sustained performance. Victoria’s Secret now has clearer air to execute its strategy, but also fewer external scapegoats if progress stalls. For Blundy, the outcome does not eliminate influence but it does limit his ability to shape governance from the inside. More broadly, the episode highlights a shifting dynamic in retail activism. Operational credibility alone is no longer sufficient; alignment, reputation and strategic timing are increasingly decisive. Victoria’s Secret understood that – and, in this case, executed accordingly.