Unifi (UFI) Proxy Filing summary

Executive summary

• The annual meeting is scheduled for October 28, 2025, at the company’s headquarters, with four key proposals up for shareholder vote, including director elections, executive compensation, an amendment to the incentive plan, and auditor ratification.

• Shareholders of record as of September 2, 2025, are entitled to vote, with multiple voting methods available, including in-person, by mail, phone, or internet.

• The board unanimously recommends voting in favor of all proposals and emphasizes the importance of shareholder engagement and feedback.

Voting matters and shareholder proposals

• Proposal 1: Election of eight directors nominated by the board, all currently serving.

• Proposal 2: Advisory vote to approve named executive officer compensation for fiscal 2025.

• Proposal 3: Approval of the Second Amendment to the 2013 Incentive Compensation Plan, increasing reserved shares by 1,240,000.

• Proposal 4: Ratification of KPMG LLP as independent auditor for fiscal 2026.

• Shareholder proposals for the 2026 meeting must be submitted by May 15, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• The board consists of eight members, with a majority deemed independent under NYSE and SEC rules.

• Leadership roles are separated between the executive chairman and CEO; a lead independent director is appointed.

• Standing committees include Audit, Compensation, and Corporate Governance and Nominating, each with defined responsibilities and independent membership.

• The board conducts annual self-evaluations and prohibits hedging, short selling, or pledging of company securities by insiders.

• Shareholder engagement is prioritized, with regular dialogue and feedback sessions.