LL LL Flooring Holdings Inc

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.   )

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Filed by a Party other than the Registrant ☐

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LL Flooring Holdings, Inc.

(Name of registrant as specified in its charter)

(Name of person(s) filing proxy statement, if other than the registrant): N/A

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As you consider your vote, we would like to highlight the following: Thomas Sullivan, founder of the Company, is attempting Your Board and management team have determined a set of five to take control of LL Flooring through a costly and distracting proxy contest to install himself and two of his strategic priorities and are taking decisive action to deliver on those priorities to drive value creation. hand·picked employees on your Board of Directors. Given Mr. Sullivan’s actions during the Company’s strategic review process. we believe he may be Your Board is also taking action to address near-term financing needs. attempting to force a sale of the Company to h imself at a price that may undervalue the Company. Through its previously announced strategic alternatives review process, your Board has been carefully and thoroughly evaluating and In addition to M r. Sullivan and his nominees, Jera ld engaging with third parties regarding indications of interest and non· Ham mann, anoth er individ ual shareholder of llFlooring binding proposals to acquire the Company. has nominated himself t o the Board. M r. Hammann has a history o f nominating himself to corporate boards w hen Ll Flooring has a highly qualified and engaged Board with the right mix of skills and expertise to oversee the Company’s execution of its owning only a few shares o f stock. Indeed, M r. Hammann strategic priorities and the Company’s overall strategic direction. only owns 10 shares of l l Flooring stock and fundamentally lacks a cogent plan for LL Flooring along with any distinct skills or experience. Mr. Sullivan’s proxy contest is self-serving, personal and not in the best interests of all shareholders and Mr. Hammann is not qualified to serve on the Company’s Board. We urge you to support your Board by voting the universal WHITE proxy card today “FOR” ONLY LL Flooring’s three highly qualified director nominees -Douglas T. Moore, Ashish Parmar and Nancy M. Taylor.

Your LL Flooring Board has the right mix of skills and Messrs. Moore and Parmar and Ms. Taylor have made significant contributions to your Board and the Company over their respective experience to oversee the execution of the Company’s tenures, including overseeing the development of the Company’s five five core growth strateg ies, support the team’s delivery core growth strategies, collectively serving on all four Board of high-touch service for our customers and drive Committees, and proactively refreshing the management team with four new corporate leaders added in the last two years to bring fresh value. Your LL Flooring Board comprises nine highly perspectives to the Company during a period of industry and market qualified and engaged directors, eight of whom are pressure. independent. At the 2024 Annual Meeting of Stockholders, Douglas T. Moore, Ashish Parmar and Nancy M. Taylor are standing for election.

Douglas T. Moore Ashish Parmar Nancy M. Taylor Current Chairman and CEO of Clean Core Curre nt Chief Information Officer of Stand and Current LL Flooring Indpendent Board Solutions, Inc. Industries, Inc. Chair; Former CEO of Tredegar Co rporation More than 25 years of retail experience, including More than 20 years of supply chain, technology, More than 25 years of business, finance, and as CEO of two public companies. and business experience across industrials, retail, leadership experience; brings strong corporate logistics, and consumer electron ics. Recognized as governance knowledge as public company director one of Forbes 50 innovative t echnology leaders. at To pBuild Corp. and Malibu Boats, Inc. The Remainder of Your Board Charles E. Tyson Terri Funk Graham David A. Levin President and Chief Executrve Officer of LL Former SVP & Chief Marketing Officer of Former President and Chief Executive Officer Flooring Jack in the Box, Inc and Director of Destination XL Group, Inc. More than 35 years of experience In the retail More than 30 years of retail experience and More than 35 years of retail experience and more Industry, with extensive executive leadership extensive experience as public company Board than 20 years of executive leadership experience. experience and The Container Store Group, Inc. member (Sprouts Farmers Market, CV Sciences, Board member since March 2024 Inc. Hot Topk Inc. ) and private company Board member (1·800 Contacts) Joseph M. Nowicki Famous P. Rhodes Martin F. Roper Former Executive Vice President and Chief Chief Marketing Officer of Apex Service Chief Executive Officer and Director of The Financial Officer of Beacon Building Partners. LLC Vita Coco Company, Inc. Products, Inc. More than 20 years of experience In retail across More than 25 years of public company executive More than 25 years of management experience, automotive. consumer marketplace and residential leadership expeJience primarily in the beverage including 7 years of executiVe leadership HVAC, plumbing and electrical serviCes and Board Industry; extensive private company Board experience In building materials dlstrlbutlon: experce as director of Work Truck Solutions experience (Power Crunch. Flntech.net) extensive Board experience (UniFirst Corporation. Diversified Restaurant Hoktings. Inc. ASV Holdings. Inc.)

We urge you to support your Board by voting the universal WHITE proxy card today “FOR” ONLY LL Flooring’s three highly qualified director nominees -Douglas T. Moore, Ashish Parmar and Nancy M. Taylor. Shareholder Letters June 3.1024 June 3 Letter Press Releases June J, l0l4 June 3 Release SEC Filings 2024 Proxy Statement

We urge you to support your Board by voting the universal WHITE proxy card today “FOR” ONLY LL Flooring’s three highly qualified director nominees -Douglas T. Moore, Ashish Parmar and Nancy M. Taylor. Your vote is very important. Even if you plan to attend the Annual Meeting, we request that you read the Two Ways to Vote proxy statement and vote your shares by signing and dat ing the universal WHITE proxy card and returning it [jI Internet in the postage-paid envelope provided or by voting ~ On your universal WHITE proxy card. locate your via the Internet by following the instructions provided control number and access the website indicated. Follow the easy online instructions to submit your on the universal WHITE proxy card. vote. Your Board does not endorse Mr. Sullivan and his other two nominees or Mail Mr. Hammann, and strongly urges you to DISCARD and NOT vote using M ark. sign, date, and then return the universal WHITE any gold proxy card that may be sent to you by Mr. Sullivan or any proxy proxy card in the postage-paid envelope provided. card that may be sent to you by M r. Hammann.