Hongjun Ning
About Hongjun Ning
Hongjun Ning is Executive Vice President of Unifi, Inc. (UFI), President of Unifi Textiles (Suzhou) Co. Ltd. (UTSC) since March 2020, and President of Unifi Asia Pacific (UAP) since June 2017; he is 58 years old and has led Asia operations with prior roles in sales and marketing across UTSC and a former JV in China . His annual incentive metrics are tied 100% to Asia Adjusted EBITDA, with long‑term incentives linked to multi‑year Adjusted Free Cash Flow via performance share units (PSUs), consistent with UFI’s pay‑for‑performance approach and “CAP vs performance” framework that references TSR in disclosures . UFI’s FY2025 strategic execution included closing and selling the Madison Facility to strengthen liquidity and reduce costs, which became the single objective performance metric for annual incentives at mid‑year .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Unifi, Inc. | Executive Vice President | Jul 2020–Present | Senior executive oversight with Asia leadership responsibilities |
| Unifi Textiles (Suzhou) Co. Ltd. (UTSC) | President | Mar 2020–Present | Leads China subsidiary operations and commercial strategy |
| Unifi Asia Pacific (UAP) | President | Jun 2017–Present | Oversees Asia regional business and market development |
| UTSC | Vice President | Sep 2013–Jun 2017 | Managed UTSC operations and growth initiatives |
| UTSC | Director of Sales & Marketing | Aug 2008–Sep 2013 | Built sales channels and product positioning |
| Former UNIFI JV in China | GM, Sales & Marketing | Jan 2006–Aug 2008 | Drove JV sales execution in China market |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| — | — | — | No external public board roles disclosed in UFI’s 10‑K or DEF 14A |
Fixed Compensation
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Base Salary ($) | 375,000 | 410,000 | 426,500 |
| Target Bonus (% of Base) | — | 60.0% | 60.0% |
| Annual Incentive Paid ($) | — | 255,000 | 191,925 (paid Aug 29, 2025) |
| Stock Awards – Grant Date Fair Value ($) | 187,500 | 102,511 | 235,086 |
| All Other Compensation ($) | 184,025 | 129,650 | 171,426 |
| Total Compensation ($) | 746,525 | 897,161 | 1,024,937 |
• FY2025 All Other Compensation detail for Ning: Medical insurance $62,280; Company-paid housing $46,729; Expat subsidy $7,673; Certain tax payments $2,500; 401(k) match $12,635; Life insurance $4,058; Company contribution to DCP $35,551 .
• Deferred Compensation Plan balance at FY2025 year-end: $641,628; company contributions in FY2025: $35,551 .
Performance Compensation
Annual Incentive Plan
| Element | FY 2024 | FY 2025 |
|---|---|---|
| Performance Metric | Asia Adjusted EBITDA (RMB) – 100% weight | Changed mid‑year to single objective: Sale of Madison Facility; minimum net proceeds $40M |
| Target | 77.2M RMB | $40.0M net proceeds threshold |
| Actual | 81.5M RMB | Sold for $45.0M; proceeds used to repay debt; expected ~$20M annual cost savings |
| Payout | $255,000 | 45% of base ($191,925), equal to 75% of target opportunity; paid Aug 29, 2025 |
| Weighting | 100% | Single objective payout determination |
Long‑Term Incentives (RSUs and PSUs)
| Award Type | Grant Date | Units Granted | Vesting | Settlement | Performance Metric |
|---|---|---|---|---|---|
| RSUs (cash‑settled) | Oct 28, 2024 | 16,840 | 25% ~30 days after 1st anniversary; 25% 2nd; 50% 3rd | Cash within 30 days of vest | — |
| PSUs (cash‑settled) | Oct 28, 2024 | 16,840 | 50–200% vests upon metric achievement over FY2025–FY2027 | Cash within 30 days of vest | Adjusted Free Cash Flow (threshold 50%, target 100%, max 200%) |
| PSUs (cash‑settled, prior cycle) | Nov 6, 2023 | 15,844 unvested | FY2024–FY2026 EPS cycle; not expected to vest as of Jun 29, 2025 | Cash | Cumulative adjusted EPS |
• FY2025 stock vested: 13,097 units; cash realized on vesting $82,036 (cash‑settled RSUs) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (Sept 2, 2025) | 5,000 shares; less than 1% of outstanding |
| Options (Exercisable) | 5,000 @ $29.09, expiration 10/26/2026 |
| Unvested RSUs | 39,851 (cash‑settled) |
| RSU Vesting Schedule | 4,210 (10/28/2025); 3,961 (11/06/2025); 11,128 (11/21/2025); 4,210 (10/28/2026); 7,922 (11/06/2026); 8,420 (10/28/2027) |
| Unvested PSUs | 32,684 (cash‑settled) |
| Hedging/Pledging | Company policy prohibits hedging/short selling and pledging without Audit Committee approval; no pledging disclosed for Ning |
| Ownership Guidelines | Other Executive Officers: ≥2× base salary; all covered officers were in compliance in FY2025 |
| Deferred Comp Plan | Aggregate balance $641,628 at FY2025 year‑end |
Employment Terms
| Provision | Terms / Amounts |
|---|---|
| Employment Agreement | Eligible for bonuses and equity; non‑compete and non‑solicit for 12 months post‑termination |
| Severance (Without Cause or Good Reason) | 12 months base salary; COBRA reimbursement up to 12 months; $486,164 est. severance/benefits |
| Change‑of‑Control (Equity) | All unvested RSUs and target PSUs vest in full; accelerated equity value $380,083 |
| Death/Disability (Equity) | RSUs vest; pro‑rata target PSUs vest; equity acceleration $293,581 |
| Termination Without Cause after Age 65 (Equity) | RSUs accelerate; pro‑rata PSUs vest; equity acceleration $238,233 |
| Approved Retirement (Equity) | Committee may award pro‑rata PSUs; equity acceleration $29,414 |
| Clawback | Mandatory recovery policy for executive incentive‑based comp in event of accounting restatement; misconduct clawback for employees |
Investment Implications
- Pay‑for‑performance linkage is clear: annual incentives tied entirely to Asia Adjusted EBITDA (and adjusted mid‑year to strategic asset sale), while long‑term PSUs use Adjusted Free Cash Flow; FY2025 payout at 75% of target reflects retention needs amid strategic restructuring .
- Alignment and selling pressure: Ning’s awards are cash‑settled RSUs/PSUs, and FY2025 vesting produced cash rather than share issuance, limiting direct stock sale pressure from his vesting events; beneficial ownership remains de minimis (<1%) and options are modest (5,000) .
- Retention risk appears mitigated by staggered RSU/PSU vesting through 2027, ownership guideline compliance, and standard 12‑month severance with COBRA reimbursements; however, Asia segment performance sensitivity to tariffs and demand headwinds underscores execution risk in his region .
- Governance protections (clawback, hedging/pledging prohibitions) and strong 2024 say‑on‑pay support (92%) reduce compensation‑related red flags, with mid‑year metric change explicitly described as a one‑time discretionary adjustment tied to strategic objectives .