Rhonda Ramlo
About Rhonda L. Ramlo
Independent director of Unifi, Inc. since October 27, 2021; age 65 as of the 2025 proxy record. Background spans corporate strategy, M&A, marketing, sales operations, and business development across consumer products and food, including The Clorox Company and Dreyer’s Grand Ice Cream; interim CEO of Atoria Family Baking (Mar–Dec 2023); business strategy and operations consultant since Jan 2024. Education: BA Economics, UC Berkeley; MBA, Harvard Business School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Clorox Company | Led corporate strategy, acquisitions, business development; VP & GM Laundry and Water Filtration | 2010–2022 (strategy/BD); VP & GM 2010–2012; VP & GM Strategy/Acquisitions/New Business Development since 2013 | Completed acquisitions and >50 strategic partnerships; extensive strategy execution |
| Dreyer’s Grand Ice Cream Holdings, Inc. | EVP Sales & Distribution; EVP Marketing & Innovation; Chief Customer Officer | 1994–2010 | Led sales ops and innovation across national brands |
| Atoria Family Baking Company | Interim Chief Executive Officer | Mar–Dec 2023 | Operational leadership in privately-held food manufacturer |
| Booz Allen Hamilton | Strategic consultant | Prior to Dreyer’s tenure | Strategy advisory experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Tru Earth Environmental Products Inc. | Director | Current | Privately held household cleaning products company |
| I2H Inc. | Director | Current | Privately held digital technology company |
| Lucidity Lights, Inc. | Director | Current | Privately held lighting products manufacturer |
| Nuun, Inc.; R.E.D.D. Bar Inc.; The Wine Group, Inc. | Director (prior) | Prior service | Privately held consumer goods companies |
Board Governance
- Independence: Board determined Ms. Ramlo is independent under NYSE and SEC rules; Audit, Compensation, and Corporate Governance & Nominating Committee members are all independent .
- Committees: Audit Committee (Member), Corporate Governance & Nominating Committee (Member), Strategy & Finance Committee (Chair) .
- Attendance: Board met 8 times in FY2025; each incumbent director, including Ms. Ramlo, attended ≥75% of Board and assigned committee meetings; all eight directors attended the 2024 Annual Meeting .
- Board leadership: Lead Independent Director is Suzanne M. Present; independent directors meet in regular executive sessions led by the LID .
- Related party oversight: Audit Committee reviews and approves disclosable related person transactions under policy; 2024–2025 related party disclosures center on arrangements involving director Kenneth G. Langone; Ms. Ramlo is not named in related person transactions .
Fixed Compensation
| Fiscal Year | Annual Director Retainer (Cash) | Equity Grant (Vested Share Units, $ FV) | Committee Chair Fees | Total |
|---|---|---|---|---|
| 2025 | $100,000 | $50,000 (grant-date FV, vested units) | $50,000 Strategy & Finance Chair (paid at director’s election in cash or stock) | $150,000 |
| 2024 | $100,000 | $50,000 (grant-date FV, vested units) | $50,000 Strategy & Finance Chair | $150,000 |
Notes:
- Equity for directors is delivered as vested share units payable at cessation of board service; number of units is set by grant-date fair value and stock price; amounts reflect accounting FV per ASC 718 and may not equal realized value .
- Policy allows directors to elect cash or stock for retainers; LID and committee chair fees similarly elective .
Performance Compensation
- Unifi does not use performance-based equity or cash incentives for non-employee directors; director equity is granted as vested share units payable at end of service, with no performance metrics or options in FY2024–FY2025 .
Other Directorships & Interlocks
- No current public company directorships disclosed for Ms. Ramlo; current service limited to private companies. No interlocks or shared directorships disclosed with Unifi’s customers, suppliers, or competitors; no related-party transactions disclosed involving Ms. Ramlo .
Expertise & Qualifications
- Strategy and M&A leadership (Clorox; >50 partnerships completed); senior operating roles in marketing, sales, and customer management (Dreyer’s) .
- Consumer products and brand strategy domain expertise; experience leading operational restructurings (interim CEO role) .
- Advanced business education (Harvard MBA) and economics training (UC Berkeley BA) .
Equity Ownership
| As-of Date | Beneficial Ownership (shares/units) | Ownership % of SO | Composition | Notes |
|---|---|---|---|---|
| Sep 2, 2025 (proxy record date) | 24,580 | ~0.134% (24,580 ÷ 18,360,663) | Vested share units convertible upon end of service | Shares outstanding 18,360,663; units convertible within 60 days post-service; footnote specifies vested share units |
| Oct 28, 2025 (Form 4) | 35,608 (post-transaction) | N/A | Common stock/units, after 11,028 award | SEC Form 4: award of 11,028; post-transaction holdings shown as 35,608 |
Policy and alignment:
- Hedging, short selling, and pledging of company securities prohibited for directors/officers/employees absent Audit Committee approval, supporting alignment and risk control .
Insider Trades (Form 4)
| Filing Date | Transaction Date | Type | Shares Awarded | Post-Transaction Holdings | SEC Filing |
|---|---|---|---|---|---|
| 2025-10-30 | 2025-10-28 | A (Award) | 11,028 | 35,608 | |
| 2024-10-31 | 2024-10-29 | A (Award) | 7,299 | 24,580 | |
| 2023-11-02 | 2023-10-31 | A (Award) | 7,452 | 17,281 | |
| 2022-11-04 | 2022-11-02 | A (Award) | 5,289 | 9,829 | |
| 2021-10-29 | 2021-10-27 | A (Award) | 4,540 | 4,540 | |
| 2021-10-29 | 2021-10-27 | Form 3 (Initial) | — | — |
Governance Assessment
- Strengths: Clear independence; robust committee engagement across Audit and Governance; chair of Strategy & Finance Committee with mandate to oversee profitability initiatives, annual/capital plans, and new market evaluations—aligns board oversight with operational turnaround objectives . Attendance ≥75% and participation in annual meeting support engagement . Director pay structured with equity via vested units payable at end of service, reinforcing long-term alignment; no options or performance gaming risk at director level .
- Potential watch items: Company executed mid-year adjustments to executive annual incentive metrics in FY2025 to focus on Madison facility sale—an oversight consideration for compensation governance, though Ms. Ramlo is not on the Compensation Committee; investors may monitor board’s consistency in incentive frameworks going forward . Related-party complexities centered on another director (Langone) for debt facility support and Salem Leasing transactions—Special Committee and policy controls were used; no implication for Ramlo but overall board conflict vigilance remains pertinent .
- Shareholder feedback signal: 92% say-on-pay support in 2024 indicates general investor alignment with pay practices; continued monitoring warranted as restructuring progresses .
Appendix: Committee Assignments Summary
| Committee | Role | FY2025 Meetings |
|---|---|---|
| Audit Committee | Member | 4 |
| Corporate Governance & Nominating | Member | 4 |
| Strategy & Finance Committee | Chair | 3 |