Edmund Ingle
About Edmund Ingle
Edmund M. Ingle (age 60) is Chief Executive Officer of UNIFI (UFI) and a director since June 2020; prior to returning to UNIFI he served as CEO of Indorama Ventures’ Wellman International division (May 2018–May 2019) and CEO of Indorama’s recycling group (May 2019–June 2020), after ~30 years at UNIFI in senior operating roles across sustainability, supply chain, polymers, nylon and procurement . Under his tenure, UNIFI’s net sales declined from $623.5m (FY2023) to $582.2m (FY2024) to $571.3m (FY2025) and Adjusted EBITDA remained negative, reflecting industry headwinds and restructuring; cumulative shareholder return also lagged small-cap and broad market benchmarks through June 27, 2025 .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Indorama Ventures (Wellman International) | Chairperson & CEO | May 2018–May 2019 | Led recycled fibers division, positioning for circular materials growth . |
| Indorama Ventures (Recycling Group) | CEO | May 2019–June 2020 | Ran global PET/fibers recycling operations prior to returning to UNIFI as CEO . |
External Roles
- No additional public company directorships disclosed for Mr. Ingle in the latest filings .
Fixed Compensation
| Metric | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
| Base salary ($) | 775,000 | 775,000 | 775,000 |
| Target annual bonus (% of base) | 100% | 100% | 100% |
| Actual annual bonus paid ($) | — (no payout) | — (no payout) | 581,250 (75% of target; paid Aug 29, 2025) |
| All other compensation ($) | 82,210 | 85,767 | 87,898 |
| Total compensation ($) | 1,244,710 | 1,248,408 | 2,219,431 |
Performance Compensation
Annual Incentive (FY2025)
| Metric | Weight | Target | Actual | Payout |
|---|---|---|---|---|
| Adjusted EBITDA (original plan) | 100% | $32.0m (U.S.); RMB 77.0m for Asia execs [not CEO] | U.S.: $(11.6)m; Asia: RMB 5.5m | 0% under original formula |
| One-time revised goal (mid-year) | 100% | Sale of Madison facility with ≥$40m net proceeds | Sold for $45.0m; proceeds used to repay debt | 75% of target (CEO payout $581,250) |
Notes:
- The Compensation Committee exercised discretion mid-year to focus on the strategic asset sale given retention needs and regional tariff headwinds; it stated this approach would not be a consistent precedent .
Long-Term Incentives (granted Oct 28, 2024)
| Award | Grant date | Target/Granted | Performance metric | Vesting |
|---|---|---|---|---|
| RSUs | 10/28/2024 | 55,536 units | Time-based | 25% vests ~11/27/2025; 25% on 10/28/2026; 50% on 10/28/2027, cont. service required . |
| PSUs (target) | 10/28/2024 | 55,536 target units (50–200% payout) | Adjusted Free Cash Flow over FY2025–FY2027; linear interpolation | Cliff vest based on performance; settled in stock . |
Additional context on outstanding cycles:
- Prior PSU cycle (granted Nov 6, 2023) used 3-year cumulative adjusted EPS; as of June 29, 2025 the threshold was not expected to be achieved (0% vesting expected) .
Upcoming vesting triggers (supply overhang)
| Date | Instrument | Shares scheduled to vest |
|---|---|---|
| 11/21/2025 | RSUs (11/21/2022 grant) | 22,998 (50% of 45,996) |
| 11/06/2025 | RSUs (11/06/2023 grant) | 14,973 (25% of 59,892) |
| ~11/27/2025 | RSUs (10/28/2024 grant) | 13,884 (25% of 55,536) |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | 209,505 shares; 1.14% of outstanding (18,360,663 shares outstanding as of Sep 2, 2025) . |
| Components | Includes 60,000 stock options currently exercisable; and 16,284 RSUs/VSUs that convert after termination of employment . |
| Outstanding options | 60,000 at $13.23 strike; expire 6/15/2030 . |
| Unvested RSUs (as of 6/29/2025) | 123,453 units (multiple grants; schedule in footnotes) . |
| Outstanding PSUs (as of 6/29/2025) | 115,428 target units (59,892 from 2023 EPS cycle, 55,536 from 2025 FCF cycle) . |
| Ownership guidelines | CEO minimum = 3x base salary; all covered officers in compliance in FY2025 . |
| Hedging/pledging | Hedging and short selling prohibited; pledging requires Audit Committee pre-approval; no pledges disclosed for Mr. Ingle . |
| Director pay | As a non-independent director (management), Mr. Ingle receives no director compensation . |
Employment Terms
| Provision | Key terms |
|---|---|
| Employment agreement | Provides base salary, bonus eligibility, expense reimbursement, and participation in plans; includes termination and severance provisions . |
| Non-compete / Non-solicit | 12 months post-termination non-compete/non-solicit . |
| Severance (without Cause / Good Reason) | 12 months base salary paid monthly plus up to 12 months COBRA reimbursement, subject to release and covenants . |
| Change-of-control treatment (equity) | All unvested RSUs vest in full; target number of PSUs vest in full upon a Change of Control . |
| Retirement, death, disability (equity) | Death/Disability: all RSUs vest; pro rata target PSUs vest; After age 65 and termination without Cause: all RSUs vest; pro rata PSUs vest; committee discretion for approved retirement . |
| Clawback | Company must recover erroneously awarded incentive compensation after a required restatement within 3 years; also discretionary recovery for certain misconduct (not limited to executives) . |
| Tax gross-ups | Company states it does not provide golden parachute excise tax gross-ups . |
Hypothetical payout values (as of 6/27/2025):
| Scenario | Cash severance/benefits | Accelerated equity | Total |
|---|---|---|---|
| Change of Control | — | $1,251,736 | $1,251,736 |
| Termination without Cause / Good Reason | $801,040 | — | $801,040 |
| Termination without Cause after age 65 | — | $743,897 | $743,897 |
| Death/Disability | — | $953,119 | $953,119 |
| Approved retirement | — | $97,003 | $97,003 |
Performance & Track Record
Company-level performance during Mr. Ingle’s tenure reflects restructuring amid end-market and tariff headwinds:
| Metric | FY2023 | FY2024 | FY2025 |
|---|---|---|---|
| Net sales ($000s) | 623,527 | 582,209 | 571,344 |
| Adjusted EBITDA ($000s) | (4,085) | (5,197) | (11,551) |
| Strategic actions | — | Profitability initiatives; severance/joint venture dissolution | Madison facility sold for $45.0m; expected ~$20m annual cost savings; proceeds used to reduce debt . |
Shareholder return context: Cumulative UNIFI shareholder return index stood at 44.90 on June 27, 2025 versus 169.79 for the S&P SmallCap 600 and 196.53 for the NYSE Composite (base=100 on June 26, 2020) .
Board Governance
| Item | Detail |
|---|---|
| Board role | Director since 2020; not independent . |
| Board leadership | Roles separated: Albert P. Carey is Executive Chairman; Suzanne M. Present is Lead Independent Director . |
| Committees | Member, Strategy & Finance Committee (focus on profitability, capital planning, new markets); not on Audit/Comp/Gov committees . |
| Attendance | In FY2025, the Board held 8 meetings; each director attended ≥75% of meetings of the Board/committees on which they served . |
Director Compensation (context)
- Only independent directors receive director retainers/equity; non-independent directors (Ingle, Carey) receive no director fees .
Say-on-Pay & Shareholder Feedback
- FY2024 say-on-pay approval: approximately 92% support .
- FY2025 say-on-pay approved; votes For: 8,660,846; Against: 2,446,592; Abstain: 45,223; Broker non-votes: 3,378,846 .
Compensation Structure Analysis
- Mix and alignment: Majority of CEO pay is at-risk, combining annual incentive and equity; LTI split across PSUs (performance-based) and RSUs (retention), with 2025 PSUs tied to Adjusted Free Cash Flow, aligning to deleveraging and cash generation priorities .
- Discretionary annual incentive: Despite failing Adjusted EBITDA thresholds, the Committee redefined the FY2025 bonus to a one-time objective (Madison sale ≥$40m), paying 75% of target upon successful execution—useful for retention but a pay-for-performance optics risk if repeated .
- No option repricing; hedging/pledging prohibited; no excise tax gross-ups; robust clawback in place—shareholder-friendly features .
- Ownership discipline: CEO required to hold ≥3x salary; officers were in compliance in FY2025 .
Risk Indicators & Red Flags
- Mid-year incentive metric change with payout despite negative Adjusted EBITDA (U.S.) may raise pay-for-performance scrutiny if it becomes habitual; Committee emphasized it was a one-time adjustment .
- Single-trigger equity acceleration on change of control can be investor-sensitive; cash severance remains 1x salary (not a high multiple) .
- Related-party financing support (Langone pledge) reflects governance attention via special committee; not tied to Mr. Ingle but relevant at board level .
Investment Implications
- Alignment/retention: Ingle’s meaningful equity exposure (options, RSUs, PSUs) and 3x-salary ownership guideline support alignment; clustered RSU vestings in Nov 2025 (~51.9k shares) could be a modest technical overhang but also strengthen retention into FY2026 .
- Incentive design signals: Shift to FCF-based PSUs and asset monetization-linked bonus underscores management’s focus on liquidity, deleveraging, and profitability restoration following Madison sale (expected ~$20m annual cost savings) .
- Governance quality: Separation of CEO/Chair, presence of Lead Independent Director, and clawback/anti-hedging policy are positives; however, single-trigger equity upon CoC and the FY2025 discretionary bonus adjustment warrant continued monitoring of pay outcomes versus sustained financial improvement .