Emma Battle

About Emma S. Battle

Independent director of Unifi, Inc. since 2021; age 64; President & CEO of Market Vigor, L.L.C. (founded 2003). Background spans senior roles in digital/online marketing and textile/apparel operations at Windsor Circle, Three Ships Media, Red Hat, Art.com, 1Sync, and Sara Lee Branded Apparel (Hanesbrands) . She serves on the boards of Bassett Furniture Industries and Nu Skin Enterprises; previously a director of Primo Water (through 2020) . Education: B.A. in Economics & Spanish (Duke, 1983) and MBA (Harvard Business School, 1990) .

Past Roles

External Roles

Board Governance

• Independence: Board determined Emma S. Battle is independent under NYSE and SEC rules; all committee members on Audit, Compensation, and Corporate Governance & Nominating (CGN) are independent .
• Committees: Compensation Committee member (not Chair); not on Audit or CGN per standing committee matrix .
• Special Committee service: Appointed (with Francis S. Blake and Eva T. Zlotnicka) to a Special Committee to evaluate a financing transaction secured by assets of director/5%+ holder Kenneth G. Langone; dissolved Oct 29, 2024 .
• Meeting attendance: Board held 8 meetings in FY2025; each incumbent director attended ≥75% of aggregate Board and committee meetings; all 8 directors attended the 2024 Annual Meeting; independent directors meet in regular executive sessions led by the Lead Independent Director (Suzanne M. Present) .
• Committee activity levels (FY2025 meetings): Audit (4), Compensation (4), CGN (4); Strategy & Finance Committee (3) exists but Ms. Battle is not listed as a member .
• Risk oversight: Audit oversees financial, compliance, cybersecurity, ERM; Compensation oversees comp-related risk; CGN oversees board composition, succession, ESG .

Fixed Compensation

• Payment mechanics: Directors may elect vested stock units in lieu of shares; units are payable upon cessation of service; grant value based on fair market value at grant date .

Performance Compensation

• Clawback: Director awards are subject to recoupment under any clawback policy and applicable law; awards may be rescinded or recaptured per plan terms .

Other Directorships & Interlocks

• Compensation Committee interlocks: FY2025 Compensation Committee members were Francis S. Blake (Chair), Emma S. Battle, and Kenneth G. Langone; committee report signed by all three . Company disclosed related-person transactions involving Mr. Langone (pledge/guaranty and Salem Holding Co. transaction), but no other relationships requiring disclosure for committee members .

Expertise & Qualifications

• Core expertise: Digital/online marketing, marketing analytics and strategy; textile/apparel manufacturing and sourcing; sustainability commitment .
• Education: BA Economics & Spanish (Duke, 1983); MBA (Harvard Business School, 1990) .

Equity Ownership

• Vested vs. unvested breakdown: Not disclosed for directors; beneficial ownership table includes securities exercisable/vestable within 60 days of cutoff date .
• Hedging/pledging: Company policy prohibits hedging/short selling and prohibits pledging without prior Audit Committee approval for all directors, officers, and employees .
• Director ownership guidelines: No explicit director stock ownership guideline disclosed; officer stock ownership policy exists (CEO 3x salary; other execs 2x; VPs 1x) .

Governance Assessment

• Strengths

  • Independent status affirmed (meets NYSE/SEC standards) .
  • Relevant domain expertise (digital marketing; textile operations) aligned with UFI’s markets; signals additive skill mix at the board level .
  • Active committee service on Compensation; also served on a Special Committee for a related-party-sensitive financing, evidencing conflict management and board process rigor .
  • Solid attendance record (≥75%); attended 2024 Annual Meeting; presence in executive sessions through independent director structure .
  • Compensation mix shows meaningful equity component; 2024 skewed more to equity (70/30), 2025 balanced 50/50 under policy—aligned with shareholder interests .

• Watch items / potential risks

  • Compensation Committee includes a significant shareholder (Langone) with related-party transactions; while disclosed and overseen (Special Committee, Audit review), this structure warrants continued monitoring for perceived independence optics .
  • No explicit director stock ownership guidelines disclosed (officers have defined guidelines); consider implementing director ownership thresholds to further align incentives .
  • External board at Nu Skin with periodic 10b5-1 sales around vesting could raise time/attention questions if multiple boards intensify simultaneously; no conflicts disclosed with UFI, but activity should be monitored as part of routine governance surveillance .

• Policies/controls

  • Robust prohibitions on hedging/short selling and restricted pledging for directors mitigate alignment risks .
  • Director awards subject to clawback/recoupment under policy and law .

Appendix: Committee Assignments (FY2025)

Director Compensation Structure (Policy Snapshot)

• $100,000 annual retainer to independent directors; up to 50% payable in cash at director election, remainder in equity (shares or vested share units) .
• Chair retainers: Lead Independent Director $15k; Audit Chair $15k; Compensation Chair $10k; CGN Chair $10k; Strategy & Finance Chair $50k .
• Directors may elect vested share units payable upon board service cessation; equity valued at grant-date fair market value .