Victoria’s Secret investors back full board after proxy battle
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Victoria’s Secret & Co. shareholders voted to reelect all nine board director nominees the retailer put forward despite a proxy battle with activist investor BBRC International PTE Limited.
Independent Chair Donna James was reelected with over 83% approval at the 2026 Annual Meeting of Shareholders, according to a company press release Thursday. The final voting results were filed with the U.S. Securities and Exchange Commission on Monday.
“Today’s outcome is a decisive statement of support for the current Board leadership from VS&Co’s shareholders,” the intimates company said in a statement. “It also recognizes the substantial progress, outperformance and value creation delivered under the Path to Potential strategy and reaffirms shareholder confidence in our Board’s continued oversight of that strategy.”
BBRC filed a proxy statement to solicit votes against reelecting two independent Victoria’s Secret & Co. board directors — Donna James and Mariam Naficy — in May. The group, which is led by Brett Blundy, asserted James served an excessively long tenure and Naficy’s involvement in the acquisition of Adore Me was representative of poor capital allocation.
Blundy partly achieved his goals in the proxy battle that ensued, with Naficy later deciding not to seek reelection. The company is conducting a search for a new director.
Victoria’s Secret put forward a campaign to support the remaining directors, including James. The retailer also publicly released details of an extensive back-and-forth discussion with Blundy in the months leading up to the BBRC proxy battle wherein the company tried to find a solution to Blundy’s concerns.
BBRC voted against all of the company’s board director nominees, except for CEO Hillary Super. Blundy previously said in a letter outlining the proxy fight that Super is “building a new” Victoria’s Secret and deserved a board suiting her goals.
Victoria’s Secret previously dealt with BBRC in 2025 when the board adopted a poison pill in response to the “substantial accumulation” of Victoria’s Secret stock by BBRC.