Christopher Kennedy
About Christopher G. Kennedy
Independent Chairman of the Board at Interface, Inc. (since March 13, 2024); age 61; director since 2000. Background spans real estate development and operations: Chairman Emeritus of Joseph P. Kennedy Enterprises, Inc. and Managing Member of Wolf Point Management LLC; deep ties to commercial real estate and A&D networks; prior experience leading a major North American tradeshow producer . The Board designates him independent under Nasdaq criteria; he previously served as Lead Independent Director with robust executive session and agenda-setting responsibilities .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Joseph P. Kennedy Enterprises, Inc. | Chairman Emeritus | Not disclosed | Oversaw development of major real estate assets; broad operational and strategic experience |
| Wolf Point Management LLC | Managing Member | Not disclosed | Oversees billion-dollar Wolf Point development; commercial real estate expertise aligned to TILE’s end-markets |
| North American tradeshow producer (not named) | Chief Executive | Not disclosed | Led industry events critical to TILE’s go-to-market in interior design; strengthened A&D relationships |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ariel Mutual Funds | Trustee | Since 1994 | Board oversight of fund complex; investment advisor Ariel Investments, LLC; Kennedy disclaims beneficial ownership of Ariel-managed shares |
| Knoll, Inc. (public; office furniture) | Director | 2014–2021 | Governance and industry adjacency (corporate interiors) |
| Two non-profits, one charitable foundation | Board member | Not disclosed | Civic engagement and stakeholder network |
Board Governance
- Independence and leadership: Independent Chairman; Board determined Kennedy is independent (Hendrix and Hurd not independent); Lead Independent Director role retired after his appointment as Chair .
- Committees and chair roles (current): Chair, Nominating & Governance Committee; member Executive Committee (Board-level authority; EC did not meet in 2024) .
- Attendance: Board met 4 times in 2024; all directors attended at least 75% of Board and applicable committees; independent directors held two executive sessions .
- Committee cadence: Audit (10), Compensation & Talent Development (4), Nominating & Governance (1), Innovation & Sustainability (2), Executive Committee (0) .
Fixed Compensation
| Component | Kennedy – 2024 | Policy/Notes |
|---|---|---|
| Cash fees (total) | $151,328 | Annual director fee $80,000; committee membership +$7,500 (Comp/NG/Innovation) and +$10,000 (Audit); committee chairs +$15,000; Audit chair +$20,000; lead independent director +$20,000; Chairman cash fee set at $120,000 when Kennedy became Chair |
| All other compensation | $423 | Represents dividends on restricted shares ($0.01 per share per quarter paid on outstanding Common Stock, including restricted stock) |
| Total director comp (cash + equity) | $301,737 | Equity detailed below |
Signals:
- Shift from all-cash Chairman pay under prior non-independent chair (Hendrix $240,000 and no equity) to cash-plus-equity under independent chair (Kennedy) improves alignment and reduces pay structure red flags .
Performance Compensation
| Equity Element | Grant detail | Valuation | Vesting/Dividends |
|---|---|---|---|
| Restricted stock (2024) | 9,247 shares granted to Kennedy | $149,986 grant date fair value; $16.22 per share | Directors held 7,015 unvested restricted shares at year-end 2024 (company pays dividends on restricted stock); dividends $0.01 per share per quarter |
Notes:
- Director equity is time-based restricted stock; no performance-based metrics for director equity. Interface does not pay dividends on unvested performance-based awards; director grants are restricted stock with dividends .
Other Directorships & Interlocks
| Company/Entity | Type | Status | Potential Interlock/Conflict Consideration |
|---|---|---|---|
| Ariel Mutual Funds | Investment company | Current | Ariel Investments, LLC is advisor to the funds; Kennedy disclaims beneficial ownership of Ariel-managed shares; no Ariel 5% stake disclosed; low conflict risk given policy and disclosure |
| Knoll, Inc. | Public company | Former (2014–2021) | Industry adjacency (corporate interiors); not a current interlock |
Policy backdrop:
- Related transactions reviewed by Audit Committee under formal policy; no related-party transactions disclosed for Kennedy. Only disclosed related-party transaction involves employment of director Hendrix’s son; Hendrix recuses; process observed .
Expertise & Qualifications
- Real estate development and operations; oversight of >10M sq ft commercial real estate and large multi-family developments .
- Deep A&D and corporate interiors ecosystem ties; tradeshow leadership experience supporting TILE’s go-to-market .
- Governance experience via fund trusteeship; chairs Nominating & Governance; prior Lead Independent Director duties (executive sessions; agenda; advisor retention; shareholder communications) .
Equity Ownership
| Holder | Shares Beneficially Owned | Percent of Class | Notes |
|---|---|---|---|
| Christopher G. Kennedy | 154,073 | Less than 1% | Includes 9,247 restricted shares; disclaims beneficial ownership of Ariel-managed shares |
Ownership alignment policies:
- Director stock ownership requirement: 2,000 unrestricted shares; all current directors meet standard; directors expected to retain net after-tax shares from vesting; hedging and pledging prohibited .
Governance Assessment
- Board effectiveness: Independent Chair with long-tenured governance and sector-relevant expertise; chairs Nominating & Governance; strong oversight of ESG via committee structure; independent directors meet in executive session .
- Independence/attendance: Confirmed independent; at least 75% attendance; no attendance red flags .
- Compensation alignment: Mix of cash retainer and annual restricted stock; introduction of equity to Chairman role enhances alignment relative to prior all-cash structure; modest dividends on restricted stock; no option grants to directors in recent years .
- Conflicts/related-party exposure: No transactions involving Kennedy disclosed; robust related-party review policy; explicit disclaimer regarding Ariel-managed shares reduces perceived conflict .
- Risk indicators: Hedging and pledging prohibited; no disclosed legal proceedings or SEC investigations tied to Kennedy; say-on-pay support for executives at ~94% in 2024 suggests overall investor confidence in compensation governance (contextual, not director-specific) .
RED FLAGS: None disclosed specific to Kennedy. Monitor for any future related-party transactions involving real estate ventures or fund complex interactions; current policies and disclosures mitigate.
Signals to investors: Independent Chair leading governance refresh; equity in director pay improves alignment; strong committee cadence and ERM oversight; no pledging/hedging allowed—supportive of long-term alignment .
Insider Trades
- Not disclosed in the proxy. Form 4 filings for Christopher G. Kennedy as a TILE insider were not identified in this document; review current Form 4s for transaction history and ownership changes. Skip due to lack of disclosure in available filings .