UNIFI INC: Executive Compensation & Equity Awards Detailed

TL;DR

UNIFI INC DEF 14A shows exec equity awards for FY21, FY22, FY23. Transparency on compensation.

AI Summary

UNIFI INC filed a DEF 14A on September 18, 2024, detailing executive compensation and equity awards. The filing includes information on equity awards granted during the fiscal years ending June 27, 2021, July 3, 2022, and July 2, 2023, for both PEO and Non-PEO/Neo members. It also reports on the year-end fair value of outstanding and unvested equity awards granted in covered years.

Why It Matters

This filing provides transparency into how UNIFI INC compensates its top executives and the equity incentives used, which can influence executive decision-making and shareholder value.

Risk Assessment

Risk Level: low — This is a routine DEF 14A filing providing standard disclosure on executive compensation and equity awards.

Key Players & Entities

• UNIFI INC (company) — Filer of the DEF 14A
• September 18, 2024 (date) — Filing date of the DEF 14A
• June 27, 2021 (date) — End of a fiscal year for which equity awards are reported
• July 3, 2022 (date) — End of a fiscal year for which equity awards are reported
• July 2, 2023 (date) — End of a fiscal year for which equity awards are reported

FAQ

Key Financial Figures

• $0.10 — 5,019 shares of common stock, par value $0.10 per share, of UNIFI ("Common Stock") we

Filing Documents

• ufi-20240918.htm (DEF 14A) — 2136KB
• img115497253_0.jpg (GRAPHIC) — 35KB
• img115497253_1.jpg (GRAPHIC) — 12KB
• img115497253_2.jpg (GRAPHIC) — 4KB
• img115497253_3.jpg (GRAPHIC) — 6KB
• img115497253_4.jpg (GRAPHIC) — 73KB
• img115497253_5.jpg (GRAPHIC) — 54KB
• img115497253_6.jpg (GRAPHIC) — 45KB
• img115497253_7.jpg (GRAPHIC) — 46KB
• img115497253_8.jpg (GRAPHIC) — 479KB
• img115497253_9.jpg (GRAPHIC) — 229KB
• 0000950170-24-107820.txt ( ) — 5731KB
• ufi-20240918.xsd (EX-101.SCH) — 29KB
• ufi-20240918_htm.xml (XML) — 502KB

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 6 Proposal 1: Election of Directors 9 Director Nominees 9 Corporate Governance 13 The Board of Directors 13 Documents Available 13 Director Independence 13 Board Leadership Structure 14 Standing Board Committees 15 Other Board Committees 18 Director Meeting Attendance 18 Director Nomination Process 18 Board Diversity 18 Shareholder Recommendations of Director Candidates 19 Universal Proxy Rules for Director Nominations 20 Annual Evaluation of Directors and Board Committee Members 20 Prohibitions Against Hedging, Short Selling, or Pledging 20 Policy for Review of Related Person Transactions 20 Related Person Transactions 21 The Board's Role in Risk Oversight 21 Communications with the Board of Directors 22 Director Compensation 23 Compensation Discussion and Analysis 25 Executive Summary 25 Compensation Philosophy, Principles, and Policies 26 Overview of Compensation Components 28 Compensation Mix 29 Control by the Compensation Committee 29 Detailed Review of Compensation Components 29 Policy on Executive Officer and Employee Incentive-Based Compensation Recovery 33 Officers Stock Ownership Policy 33 Tax Impact on Compensation 34 Risk Analysis of Compensation Programs and Practices 35 Shareholder Say-on-Pay Vote 36

Executive Compensation Tables

Executive Compensation Tables 37 Summary Compensation Table 37 Grants of Plan-Based Awards 39 Outstanding Equity Awards at Fiscal Year-End 40 Option Exercises and Stock Vested 42 Nonqualified Deferred Compensation 42 Potential Payments Upon Termination of Employment or Change in Control 43 Pay Ratio Disclosure 45 Pay Versus Performance Disclosure 46 Equity Compensation Plan Information 50 Compensation Committee Interlocks and Insider Participation 50 Compensation Committee Report 51 Audit Committee Report 52 Proposal 2: Advisory Vote to Approve Named Executive Officer Compensation 53 Proposal 3: Ratification of the Appointment of Independent Registered Public Accounting Firm 54 Fees Paid to Independent Registered Public Accounting Firm 54 Audit Committee Pre-Approval of Audit and Non-Audit Services 55 Additional Information 56 Shareholder Proposals for the 2025 Annual Meeting of Shareholders 56 2024 Annual Report to Shareholders 56 Annual Report on Form 10-K 56 Householding 57 Appendix A: Non-GAAP Financial Performance Measures A- 1 i PROXY STATEMENT The Board of Directors (the "Board of Directors" or the "Board") of Unifi, Inc. ("UNIFI" or the "Company") is providing these materials to you in connection with the 2024 Annual Meeting of Shareholders (the "Annual Meeting"). The Annual Meeting will be held at 8:00 a.m., Eastern Time, on Tuesday, October 29, 2024 at the Company's corporate headquarters located at 7201 West Friendly Avenue, Greensboro, North Carolina 27410. General In formation Why did I receive these materials? You received these materials because the Board of Directors is soliciting your proxy to vote your shares at the Annual Meeting. This Proxy Statement includes information that UNIFI is required to provide you under the Securities and Exchange Commission rules and regulations (the "SEC rules") and is designed to assist you in voting your shar

Security Ownership of Certain Be neficial Owners and Management

Security Ownership of Certain Be neficial Owners and Management The table below provides information about the beneficial ownership of Common Stock as of the close of business on September 3, 2024, by each person known by the Company to beneficially own more than 5% of the outstanding shares of Common Stock as well as by each director, director nominee, and named executive officer and by all directors and executive officers as a group. In computing the number of shares beneficially owned by a person and the ownership percentage of that person, shares deemed outstanding include (i) shares of Common Stock subject to stock options held by that person that are currently exercisable or exercisable within 60 days of September 3, 2024 and (ii) restricted stock units and vested share units that are currently vested or vest within 60 days of September 3, 2024. However, these shares or units are not deemed outstanding for the purpose of computing the ownership percentage of any other person. The ownership percentage is based on 18,255,019 shares of Common Stock outstanding as of the close of business on September 3, 2024. Except as otherwise indicated in the footnotes below, each of the persons named in the table has sole voting and investment power with respect to the securities indicated as beneficially owned by such person, subject to community property laws where applicable. Unless otherwise indicated in the footnotes below, the address for each of the beneficial owners is c/o Unifi, Inc., 7201 West Friendly Avenue, Greensboro, North Carolina 27410. Name Number of Shares and Nature of Beneficial Ownership Percentage Principal Shareholders: Kenneth G. Langone 2,481,306 (1) 13.59 % Azarias Capital Management L.P. 1,363,424 (2) 7.47 % Dimensional Fund Advisors LP 910,707 (3) 4.99 % Directors, Director Nominees, and Named Executive Officers: Emma S. Battle 24,972 (4) * Francis S. Blake 26,862 (5) * Meredith

View Full Filing

View this DEF 14A filing on SEC EDGAR