Victoria’s Secret investors back full board after proxy battle

Insight summary

• •Victoria’s Secret shareholders reelected all nine board director nominees 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.
• •BBRC opposed the reelection of Donna James and Mariam Naficy due to concerns over tenure and capital allocation.
• •Mariam Naficy opted not to seek reelection after the proxy battle, and the company is searching for a new director.
• •BBRC supported only CEO Hillary Super among board nominees, acknowledging her role in reshaping the company.
• •Victoria’s Secret engaged in discussions with BBRC prior to the proxy battle and had previously adopted a poison pill to counter BBRC’s stock accumulation.
• •The shareholder vote reflected strong confidence in the current board and the company’s Path to Potential strategy.