If Elected, Mr. Sullivan’s Focus Would be to Acquire the Company If elected to the Board, we believe the focus of Mr. Sullivan Your Board unanimously recommends that you vote “FOR” would be to push a personal agenda to acquire LL Flooring the election of each of the three nominees proposed by at a price that may undervalue the Company. The two your Board, Messrs. Moore and Parmar and Ms. Taylor, on additional candidates being put forth by Mr. Sullivan have your universal WHITE proxy card. longstanding relationships with him, and currently work for Your Board does not endorse Mr. Sullivan and his other F9 Investments or Cabinets to Go. two nominees or Mr. Hammann, and strongly urges you to The LL Flooring Nominating and Corporate Governance DISCARD and NOT vote using any gold proxy card that may Committee considers a number of factors in appointing a be sent to you by Mr. Sullivan or any proxy card that may director to the Board, including the ability of the prospective be sent to you by Mr. Hammann. If you have already voted nominees to represent the interests of all shareholders, the using a gold proxy card or other proxy card sent to you by extent to which the prospective nominees contribute to the either Mr. Sullivan or Mr. Hammann, respectively, you have range of talent, skills and expertise appropriate for the Board every right to change your vote and we strongly encourage and the extent to which the prospective nominees help the you to revoke that proxy by using the WHITE proxy card to Board reflect the diversity of the Company’s shareholders, vote in favor of ONLY the three nominees recommended by employees, customers and the communities in which it your Board—by Internet or by signing, dating and returning operates. All of the directors currently serving on your Board the enclosed WHITE proxy card in the postage-paid meet these criteria. While some of Mr. Sullivan’s candidates envelope provided. Only the latest validly executed proxy have industry experience, none except for Mr. Sullivan himself that you submit will be counted—any proxy may be revoked have any prior experience serving on the board of a public at any time prior to its exercise at the Annual Meeting. company, or strong corporate governance knowledge. Your vote is very important. Even if you plan to attend In accordance with the Company’s guidelines, two members the Annual Meeting, we request that you read the proxy of the Nominating and Corporate Governance Committee, statement and vote your shares by signing and dating who are not themselves nominees, interviewed Mr. Sullivan the enclosed universal WHITE proxy card and returning it in the postage-paid envelope provided or by voting via and his nominees along with Mr. Hammann. Subsequently, the Internet by following the instructions provided on the the Board determined none of Mr. Sullivan’s candidates nor enclosed universal WHITE proxy card. Mr. Hammann offered experience or skills that were not already represented by the Company’s current directors. In an effort to avoid a distracting and costly proxy contest and given the industry experience of Mr. Sullivan’s candidate, Vote today “FOR” ONLY LL Flooring’s John Jason Delves, the Board proposed to Mr. Sullivan that Mr. Delves could be appointed to the Board. However, three highly qualified and engaged director Mr. Sullivan rejected this proposed compromise and has nominees on the universal WHITE proxy card chosen to proceed with his unnecessary and self-serving proxy contest. If you have any questions or require any We firmly believe that LL Flooring’s current directors are assistance with voting your shares, please contact the right directors with the right experience and skillsets our proxy solicitor, Saratoga, at to oversee the Company’s strategic direction and to (888) 368-0379 | (212) 257-1311 maximize value. info@saratogaproxy.com. FORWARD-LOOKING STATEMENTS This letter includes statements of the Company’s expectations, intentions, plans and beliefs that constitute “forward-looking statements” within the meanings of the Private Securities Litigation Reform Act of 1995. These statements, which may be identified by words such as “may,” “will,” “should,” “expects,” “intends,” “plans,” “anticipates,” “assumes,” “believes,” “thinks,” “estimates,” “seeks,” “predicts,” “could,” “projects,” “targets,” “potential,” “will likely result,” and other similar terms and phrases, are based on the beliefs of the Company’s management, as well as assumptions made by, and information currently available to, the Company’s management as of the date of such statements. These statements are subject to risks and uncertainties, all of which are difficult to predict and many of which are beyond the Company’s control. The Company specifically disclaims any obligation to update these statements, which speak only as of the dates on which such statements are made, except as may be required under the federal securities laws. For a discussion of the risks and uncertainties that could cause actual results to differ from those contained in the forward-looking statements, see the “Risk Factors” section of the Company’s annual report on Form 10-K and Form 10-K/A for the year ended December 31, 2023, the Company’s quarterly report on Form 10-Q for the quarter ended March 31, 2024, and the Company’s other filings with the Securities and Exchange Commission (“SEC”). Such filings are available on the SEC’s website at www. sec.gov and the Company’s Investor Relations website at https://investors.llflooring.com.
