A.J. Eaker
About A.J. Eaker
Andrew J. (A.J.) Eaker, age 40, is Executive Vice President, Chief Financial Officer, and Treasurer of Unifi, Inc. (appointed CFO in January 2024; Treasurer since December 2022). He joined Unifi in March 2014 and previously served as Interim CFO (Aug 2023–Jan 2024), VP of Finance, Corporate Finance Manager, and Assistant Controller; he began his career at KPMG and is a CPA in North Carolina . During his CFO tenure, Unifi’s FY2025 net sales declined 1.9% to $571.3M, Adjusted EBITDA was $(11.6)M, and net loss improved to $(20.3)M; management executed the $45.0M sale of the Madison, NC facility with an expected ~$20M annual cost savings, using proceeds to reduce debt . Say‑on‑pay support was 92% in 2024 and shareholders again approved NEO pay in 2025, indicating investor acceptance of the pay framework .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Unifi, Inc. | EVP & CFO; Treasurer | CFO since Jan 2024; Treasurer since Dec 2022 | Led balance sheet actions including Madison facility sale ($45M cash), debt reduction; managed through demand headwinds and tariff volatility . |
| Unifi, Inc. | Interim CFO; VP Finance; Corporate Finance Manager; Assistant Controller | 2014–2024 | Progressive finance leadership across reporting, planning, capital allocation . |
| KPMG LLP | Audit (Assurance) | 2009–2014 | Public company auditing foundation; CPA credential . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| — | — | — | No public company directorships or external board roles disclosed . |
Fixed Compensation
| Metric | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
| Base Salary ($) | — | 300,961 | 360,577 (5% salary increase effective Jan 26, 2025) |
| Target Bonus (% of Salary) | — | 60% (set for FY2025 plan; applies to Eaker as of FY2025) | 60% |
| Actual Annual Bonus ($) | — | — | 162,308 (45% of FY2025 salary; 75% of target via one‑time metric change) |
| All Other Compensation ($) | — | 31,026 | 38,927 |
| Total Compensation ($) | — | 609,049 | 900,482 |
Notes:
- The Compensation Committee raised Eaker’s base salary by 5% effective Jan 26, 2025 after reviewing benchmarks and performance .
- FY2025 annual incentive plan metric was mid‑year changed to Madison facility sale proceeds (≥$40M) with payout fixed at 75% of target upon completion; sale closed May 20, 2025 for $45.0M .
Performance Compensation
Annual Incentive – FY2025
| Element | Weight | Target | Actual/Outcome | Payout |
|---|---|---|---|---|
| Adjusted EBITDA (original plan) | 100% | $32.0M USD | Not likely to meet threshold; plan deemed misaligned to strategic priorities | — |
| One‑time revised metric: Madison facility sale net proceeds | 100% (revised mid‑year) | ≥$40M net proceeds | Closed sale for $45.0M; proceeds used to pay down debt; expected ~$20M annual cost savings | 75% of target; for Eaker: 45% of base salary = $162,308 |
Long‑Term Incentives (granted in FY2025)
| Award | Grant Date | Shares/Target | Performance Metric | Vesting / Performance Curve | Grant Date Fair Value ($) |
|---|---|---|---|---|---|
| RSUs (annual) | 10/28/2024 | 13,260 | Service | 25% 11/27/2025; 25% 10/28/2026; 50% 10/28/2027 | 92,555 |
| RSUs – FY25 Leadership Award (one‑time retention) | 10/28/2024 | 22,000 | Service | 50% 11/27/2025; 25% 10/28/2026; 25% 10/28/2027 | 153,560 |
| PSUs (annual) | 10/28/2024 | 13,260 (target) | Adjusted Free Cash Flow (FY2025–FY2027) | 50%–200% of target; linear interpolation | 92,555 |
Performance cycle outcome context:
- FY2023 PSUs (metric: 3‑yr cumulative adjusted EPS) paid 0% as threshold was not achieved by 6/29/2025 .
Comp program design:
- ~60% of executive pay is “at risk” via annual incentive and equity, with clawback and stock ownership policies in place; no option repricing, no golden parachute tax gross‑ups .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership | 23,733 shares; includes 12,822 options currently exercisable; <1% of outstanding . |
| Outstanding Stock Options (Exercisable) | 4,000 @ $29.09 exp. 10/26/2026; 1,154 @ $35.09 exp. 3/1/2028; 2,000 @ $23.76 exp. 10/30/2028; 2,500 @ $25.72 exp. 10/29/2029; 3,168 @ $15.91 exp. 10/28/2030 . |
| Unvested RSUs (FY2025 YE) | 58,900 units; $308,636 mark‑to‑market at 6/27/2025 close; see vesting schedules below . |
| PSUs Outstanding (FY2025 YE) | FY2023 grant below threshold (not expected to vest); FY2025 grant at target progress as of 6/29/2025; Eaker holds PSUs from 2023 (6,144 target; below threshold) and 2025 (13,260 target) (fn 6). |
| Stock Ownership Guidelines | Other Executive Officers: ≥2x base salary; all covered officers compliant in FY2025 . |
| Hedging/Pledging | Hedging and short selling prohibited; pledging or margining Company securities prohibited absent Audit Committee pre‑approval . |
| Deferred Compensation | Company contributions to DCP in FY2025: $29,194; Eaker’s DCP balance at FY2025 YE: $140,772 . |
Upcoming vesting (selling pressure watch):
- 11/27/2025: 50% of 22,000‑share special RSU (11,000 shares) and 25% of 13,260‑share RSU (3,315 shares) scheduled to vest, subject to continued service .
- 2/2/2026 and 10/28/2026: Next tranches for 23,000 RSUs granted 2/2/2024 (25% on 2/2/2026) and for both 2024 grants (25% each), with 50% cliff in year 3; see tables above .
Employment Terms
| Topic | Key Terms |
|---|---|
| Employment Agreement | Provides salary, eligibility for bonuses/equity, expense reimbursement, and standard benefits . |
| Non‑Compete/Non‑Solicit | 12 months post‑termination non‑compete and non‑solicit . |
| Severance (no CoC) | If terminated without Cause or resigns for Good Reason: 12 months base salary plus up to 12 months COBRA reimbursement, subject to release and covenants . |
| Change‑of‑Control (Equity) | Upon CoC, all unvested RSUs vest; target number of PSUs vest; single‑trigger equity acceleration on CoC; also accelerates on death or Disability (pro‑rata PSUs) . |
| Clawback | NYSE‑compliant Incentive‑Based Compensation Recovery Policy covering 3 prior fiscal years for restatements; also broader misconduct clawback . |
Hypothetical payouts as of 6/27/2025 (company estimates):
| Scenario | Severance & Benefits ($) | Accelerated Equity ($) | Total ($) |
|---|---|---|---|
| Change of Control | — | 410,313 | 410,313 |
| Termination w/o Cause or Good Reason | 384,300 | — | 384,300 |
| Death/Disability | — | 353,260 | 353,260 |
| Termination w/o Cause after age 65 | — | 331,797 | 331,797 |
| Approved Retirement | — | 23,161 | 23,161 |
Compensation Structure Analysis
- Pay mix and alignment: Majority at‑risk via annual incentive and equity; robust clawback and stock ownership requirements; hedging/pledging prohibited—favorable alignment with shareholders .
- Discretionary metric change (watch item): FY2025 annual incentive plan was revised mid‑year from Adjusted EBITDA to a one‑time asset sale metric (Madison facility proceeds), with payout fixed at 75% of target upon completion. Committee emphasized uniqueness and non‑recurrence; suggests heightened retention focus in a difficult operating year .
- Shift toward RSUs and PSUs: 2025 grants include both RSUs and PSUs; 2025 PSU metric switched to Adjusted Free Cash Flow (vs. 2023 cycle EPS) to align with liquidity and deleveraging priorities during the consolidation—sensible given FY2025 strategic initiatives .
- No option repricing/tax gross‑ups: Program explicitly avoids option repricing and golden parachute tax gross‑ups .
Say‑on‑Pay & Shareholder Feedback
- 2024 say‑on‑pay approval: ~92% “For,” indicating strong support .
- 2025 meeting results: Say‑on‑pay approved (8,660,846 For; 2,446,592 Against; 45,223 Abstentions); Plan share reserve increase also approved; directors re‑elected .
Equity Award and Option Detail (FY2025 Year‑End)
| Category | Detail |
|---|---|
| RSUs Not Vested (Total/Value) | 58,900 units; $308,636 at 6/27/2025 close |
| Key RSU Grants & Vesting | 23,000 RSUs (2/2/2024): 25% vested 3/2/2025; 25% vests 2/2/2026; 50% vests 2/2/2027 . 13,260 RSUs (10/28/2024): 25% 11/27/2025; 25% 10/28/2026; 50% 10/28/2027 . 22,000 RSUs (10/28/2024 special): 50% 11/27/2025; 25% 10/28/2026; 25% 10/28/2027 . |
| PSUs Outstanding | FY2023 grant (EPS): below threshold, not expected to vest; FY2025 grant (Adj. FCF) tracking at target; counts as noted above (fn 6). |
| Options (Exercisable) | 12,822 options across strikes/expirations as listed earlier . |
Performance & Track Record (company context during CFO tenure)
| Metric | FY2024 | FY2025 | Commentary |
|---|---|---|---|
| Net Sales ($000) | 582,209 | 571,344 | Down 1.9% YoY amid demand headwinds and tariff volatility . |
| Gross Profit ($000) | 16,616 | 8,418 | Lower conversion margins and utilization during consolidation . |
| Net Loss ($000) | (47,395) | (20,348) | Improved primarily due to asset sale gains . |
| Adjusted EBITDA ($000) | (5,197) | (11,551) | Weaker gross profit and higher SG&A . |
| Madison Facility | — | Sold for $45,000; expected ~$20,000 annual cost savings; proceeds used to reduce debt |
Investment Implications
- Alignment and retention: Strong ownership/hedging/pledging policies and compliance with 2x salary ownership guideline indicate alignment; however, meaningful RSU cliffs in late 2025 and 2026 (11k+ shares vesting in Nov 2025, then multiple 25% tranches in 2026) can create mechanical selling pressure absent 10b5‑1 planning .
- Pay‑for‑performance: The mid‑year pivot from EBITDA to an asset‑sale metric drove a 75%‑of‑target bonus despite EBITDA underperformance; while rationalized as one‑time and strategic, investors should monitor for recurrence as a potential red flag on incentive rigor .
- Execution and deleveraging: CFO oversaw the Madison sale and credit amendments, with expected ~$20M annual savings and debt reduction, but FY2025 Adjusted EBITDA remained negative and gross profit compressed—near‑term execution risk remains tied to utilization recovery and FCF delivery vs. FY2025–2027 PSU targets .
- Change‑in‑control economics: Single‑trigger equity acceleration (target PSUs vest) may modestly increase deal‑completion risk of retention for equity‑heavy executives; cash severance is a moderate 1x salary, limiting parachute overhang .