Reformation Inc. — Form 10-Q

Reformation Inc. (a ~$1B asset company) executed two key agreements effective July 28, 2026, immediately prior to its IPO: (1) Registration Rights Agreement granting Permira Stockholder (Refo SCSp) and AFT Stockholder (Aflalo Family Trust) unlimited demand registration rights for their shares at $50M minimum proceeds threshold, plus piggyback and shelf registration rights; (2) Second Amended and Restated Stockholders Agreement establishing board representation tied to ownership: Permira gets 1–4 director seats (depending on ownership ≥5%), AFT gets 1 seat (at ≥5%), Permira retains veto over transactions >$25M, CEO changes, debt >$100M, and cap ex >$25M. Both Permira Stockholder and AFT Stockholder granted significant governance and liquidity rights post-IPO.