![]() ![]() Sidley Austin LLP is serving as legal counsel and Spotlight Advisors LLC is serving as financial and strategic advisor to Sleep Number. Securities and Exchange Commission (the “SEC”). A copy of the Cooperation Agreement will be included as an exhibit to the company’s current report on Form 8-K, which will be filed with the U.S. Stadium Capital has agreed to a customary standstill, voting commitment, and related provisions in connection with the Cooperation Agreement. ![]() “We believe that Sleep Number is well positioned to navigate a dynamic market environment, and we are confident that Steve and Hilary can help the company drive long-term shareholder value.” “We are pleased to have reached an agreement with the Board on the appointment of two highly qualified, independent directors and the formation of a Capital Allocation Committee that will deliver analysis and recommendations to the full Board," said Alexander Seaver, Co-Founder and Managing Director of Stadium Capital. Harrison said, “We are grateful to have reached an agreement with Stadium Capital on a constructive path forward and are looking forward to working with Steve and Hilary toward our common goal of delivering long-term value for our shareholders.” Sleep Number’s Independent Lead Director, Michael J. Matas serving as co-Chairs of the committee. Schneider along with Philip Eyler and Barbara Matas, with Mr. The four-member committee will include Mr. Pursuant to the Cooperation Agreement, the Board has established a Capital Allocation and Value Enhancement Committee (the “Capital Allocation Committee”) to review the company’s use and investment of capital and make recommendations to the full Board. “The continued evolution of our Board reflects our commitment to drive lasting shareholder value as we maximize our competitive advantages and fulfill our purpose of improving the health and well-being of society through higher quality sleep.” “We are pleased to welcome Steve and Hilary, both accomplished public company executives and directors, to the Sleep Number Board,” said Shelly Ibach, Chair, President, and CEO of the company. She possesses experience in areas that include consumer products and technology, corporate governance, executive compensation, and strategic planning. She previously served as the Chief Executive Officer of Wag! Group Co. and serves on the Board of Directors of Vail Resorts, Inc., Getty Images Holdings, Inc., and DigitalOcean Holdings Inc. Hilary Schneider was previously the Chief Executive Officer of Shutterfly, Inc. He possesses experience in areas that include capital allocation, corporate governance, supply chain and logistics and strategic planning. Macadam also serves on the Board of Directors of Louisiana-Pacific Corporation. and Veritiv Corporation and the former Chief Executive Officer of EnPro Industries, Inc. Steve Macadam is the Chairman of Atmus Filtration Technologies Inc. ![]() In conjunction with the appointments, Sleep Number entered into a cooperation agreement (the “Cooperation Agreement”) with Stadium Capital Management, LLC (collectively with its affiliates, “Stadium Capital”), one of the company’s shareholders. Schneider to its Board of Directors (the “Board”), effective immediately, expanding the Board to twelve members. Sleep Number Corporation (Nasdaq: SNBR) today announced that it has appointed Stephen E. Announces Cooperation Agreement with Shareholder Stadium Capitalīoard to Form a Capital Allocation Committee, Comprised of New and Tenured Directors, to Provide Analysis and Recommendations to Board ![]()
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