Francis Blake
About Francis S. Blake
Francis S. Blake (age 76) is an independent director of Unifi, Inc. (UFI) since 2022; he is the retired Chairman and CEO of The Home Depot and formerly Non‑Executive Chairman of Delta Air Lines. He brings extensive operating leadership, government service, and public board/committee experience, including prior senior roles at GE overseeing global M&A, and service as UFI’s Compensation Committee Chair .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Home Depot, Inc. | Chairman & CEO; then Chairman | 2007–Nov 2014; Chairman until Feb 2015 | Led a complex retail organization; executive leadership experience |
| Delta Air Lines, Inc. | Non‑Executive Chairman; Lead Director | Lead Director May–Oct 2016; Chairman Oct 2016–Jun 2023 | Board leadership in a global airline |
| U.S. Dept. of Energy | Deputy Secretary | 2001–2002 | Government service; policy/operations experience |
| General Electric Company | SVP Corporate Business Development | Various years; SVP role focused on M&A worldwide | M&A leadership across global businesses |
External Roles
| Organization | Role | Status/End Date | Notes |
|---|---|---|---|
| Hertz Global Holdings, Inc. | Director | Current | Active public company directorship |
| Macy’s Inc. | Director | Until Apr 2024 | Prior board service |
| The Procter & Gamble Company | Director | Until 2021 | Prior board service |
| The Southern Company | Director | Until 2009 | Prior board service |
| Delta Air Lines, Inc. | Non‑Exec Chairman; Lead Director | Chairman until Jun 2023 | Board leadership role |
Board Governance
- Independence: Determined independent under NYSE and SEC standards in Aug 2025 .
- Committee assignments:
- Compensation Committee: Chair .
- Strategy & Finance Committee: Member (committee key functions include profitability initiatives and capital planning) .
- Special Committee: Member (reviewed transaction securing debt with assets of director/5% holder Kenneth G. Langone; dissolved Oct 29, 2024) .
- Attendance: Board met 8 times in fiscal 2025; each incumbent director (including Blake) attended ≥75% of applicable meetings; all 8 directors attended the 2024 annual meeting .
- Executive sessions: Independent directors meet in regular executive sessions led by the Lead Independent Director (Suzanne Present) .
- Hedging/pledging policy: Company prohibits hedging/short selling and pledging of UFI securities without Audit Committee approval for all directors/officers/employees .
Fixed Compensation
| Component (Fiscal 2025) | Amount | Detail |
|---|---|---|
| Annual director retainer (equity) | $100,000 | Paid as vested stock units per Director Compensation Policy; directors may elect cash up to 50% and equity for the remainder |
| Committee chair retainer (Compensation Committee) | $10,000 | Payable in cash or shares at director’s election |
| Cash fees | $0 | Blake elected equity-only in fiscal 2025 |
| Option awards | $0 | No option grants to independent directors disclosed for FY2025 |
Director Compensation Policy structure: $100,000 annual retainer (up to 50% in cash at director’s election, remainder in equity), plus $10,000 for Compensation Committee Chair; vested stock units are payable upon cessation of board service; grants sized at fair market value on grant date .
Performance Compensation
| Award | Grant date | Units / Terms | Performance Metrics |
|---|---|---|---|
| Vested stock units (director retainer) | 10/29/2024 | 16,057 units; fully vested at grant; convert into shares after termination of service; $0 price | None (time‑vested/vested units for board service) |
| Restricted stock units (director grant) | 10/28/2025 | 24,260 RSUs; will vest over time; $0 price; beneficially owned after grant: 67,179 shares/units | None (no performance conditions disclosed for director RSUs) |
Note: Director equity is structured as vested share units or time‑vested RSUs for board service; no revenue/EBITDA/TSR performance metrics are tied to director compensation .
Other Directorships & Interlocks
| Area | Observation |
|---|---|
| Shared directorships with UFI stakeholders | None disclosed involving Blake; he sat on Special Committee addressing a related‑party financing involving another director (Langone), indicating active conflict management |
Expertise & Qualifications
- Extensive operating leadership in retail (Home Depot), board leadership in airlines (Delta), and finance/M&A at GE; current board role at Hertz adds consumer services perspective .
- Brings significant public board/committee experience and leadership skills valuable to UFI’s compensation oversight and strategic initiatives .
Equity Ownership
| Date / Basis | Beneficial Ownership | Breakdown | Ownership % |
|---|---|---|---|
| Record date 9/2/2025 (Proxy) | 42,919 shares/units | Vested share units payable after cessation of board service | <1% |
| After 10/28/2025 Form 4 | 67,179 shares/units (post‑grant) | Includes 24,260 newly granted RSUs (unvested, time‑based) | Not stated |
Insider trading and awards:
| Filing date | Transaction date | Security | Amount | Nature | Holdings after |
|---|---|---|---|---|---|
| 10/31/2024 | 10/29/2024 | Common stock units | 16,057 | Director vested stock unit award; fully vested at grant; converts to shares post‑service | 42,919 (direct) |
| 10/30/2025 | 10/28/2025 | RSUs | 24,260 | Director RSU grant; will vest over time | 67,179 (beneficially owned after) |
Pledging/hedging: Company policy prohibits hedging/short selling and pledging without Audit Committee approval; no pledging by Blake is disclosed .
Governance Assessment
- Alignment and pay mix: Blake elected 100% equity retainer in FY2025 ($110,000 total stock awards, including $10,000 for Compensation Chair), reinforcing skin‑in‑the‑game; no options or cash fees reported .
- Board effectiveness: As Compensation Committee Chair, he oversaw pay programs and risk controls; committee met 4 times in FY2025 and maintains clawback, ownership expectations for officers, caps, and balanced mix—supporting disciplined pay governance .
- Conflict oversight: Served on Special Committee reviewing a financing secured by assets of director/5% holder Langone; the committee structure and disclosure suggest robust handling of potential conflicts; the Special Committee dissolved Oct 29, 2024 after evaluation .
- Independence/attendance: Affirmed independent; met attendance threshold (≥75%) and attended the annual meeting, supporting engagement .
- Shareholder signals: Prior say‑on‑pay approval at ~92% for FY2024 indicates investor support for compensation governance; board invites direct shareholder engagement annually .
Red flags: None disclosed specific to Blake (no related‑party transactions, hedging/pledging, or attendance shortfalls). Related‑party exposures involve another director (Langone) and were addressed via committee oversight .
Contextual note: Director compensation at UFI is not performance‑conditioned (VSUs/RSUs for service), so governance alignment relies on equity mix, independence, and committee leadership rather than explicit performance metrics for directors .