On October 23, 2013, UNIFI’s shareholders approved the Unifi, Inc. 2013 Incentive Compensation Plan (the “2013 Plan”). The 2013 Plan replaced the 2008 Unifi, Inc. Long-Term Incentive Plan (the “2008 LTIP”). No additional awards can be granted under the 2008 LTIP; however, prior awards outstanding under the 2008 LTIP remain subject to that plan’s provisions. The 2013 Plan authorized the issuance of 1,000 shares of common stock, subject to certain increases in the event outstanding awards under the 2008 LTIP expired, were forfeited, or otherwise terminated unexercised.

The 2013 Plan expired in accordance with its terms on October 24, 2018, and the Unifi, Inc. Amended and Restated 2013 Incentive Compensation Plan (the “Amended 2013 Plan”) became effective on that same day, upon approval by shareholders at UNIFI’s annual meeting of shareholders held on October 31, 2018. The Amended 2013 Plan set the number of shares available for future issuance pursuant to awards granted under the Amended 2013 Plan to 1,250 and removed provisions no longer applicable due to the recent changes to Section 162(m) of the Internal Revenue Code of 1986, as amended. The material terms and provisions of the Amended 2013 Plan are otherwise similar to those of the 2013 Plan.

On October 29, 2020, UNIFI’s shareholders approved the Unifi, Inc. Second Amended and Restated 2013 Incentive Compensation Plan (the “2020 Plan”). The 2020 Plan set the number of shares available for future issuance pursuant to awards granted under the 2020 Plan to 850. On October 31, 2023, UNIFI’s shareholders approved the First Amendment to the 2020 Plan (the "First Amendment", which increased the remaining share reserve by 1,100. No additional awards can be granted under prior plans; however, awards outstanding under a respective prior plan remain subject to that plan’s provisions.

The following table provides information as of June 29, 2025 with respect to the number of securities remaining available for future issuance under the 2020 Plan, as amended:


Authorized under the 2020 Plan	850
Plus: Share reserve increase from the First Amendment	1,100
Plus: Awards expired, forfeited or otherwise terminated unexercised	375
Less: Awards granted to employees	(1,803	)
Less: Awards granted to non-employee directors	(276	)
Available for issuance under the 2020 Plan	246

No stock options, other than those routinely issued under an existing employee stock purchase plan, as further described below, were issued in fiscal 2025, 2024, and 2023.

A summary of stock option activity for fiscal 2025 is as follows:


	Stock Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (Years)		Aggregate Intrinsic Value
Outstanding at June 30, 2024		824		$	14.44
Granted		—		$	—
Exercised		—		$	—
Cancelled or forfeited		(333	)	$	11.74
Expired		(18	)	$	26.38
Outstanding at June 29, 2025		473		$	15.87		4.5	$	—
Vested and expected to vest as of June 29, 2025		473		$	15.87		4.5	$	—
Exercisable at June 29, 2025		473		$	15.87		4.5	$	—

There was no unrecognized compensation cost at June 29, 2025, and stock option activity for fiscal 2025, 2024 and 2023 was insignificant.

During fiscal 2025, 2024, and 2023, UNIFI granted 508, 349, and 186 restricted stock units (“RSUs”), respectively, to certain key employees. The employee RSUs are subject to a vesting restriction and convey no rights of ownership in shares of Company common stock until such employee RSUs have vested and been distributed to the grantee in the form of Company common stock. The employee RSUs vest over a three-year period and will be converted into an equivalent number of shares of Company common stock (for distribution to the grantee) on each vesting date, unless the grantee has elected to defer the receipt of the shares of stock until separation from service. UNIFI estimated the weighted average fair value of each employee RSU granted during fiscal 2025, 2024, and 2023 to be $6.85, $6.43, and $8.58, respectively.

During fiscal 2025, 2024, and 2023, UNIFI granted 71, 84, and 61 vested share units (“VSUs”), respectively, to UNIFI’s non-employee directors. The VSUs became fully vested on the grant date but convey no rights of ownership in shares of Company common stock until such VSUs have been distributed to the grantee in the form of Company common stock. If a grantee defers his or her distribution, the VSUs are converted into an equivalent number of shares of Company common stock and distributed to the grantee following the grantee’s termination of service as a member of the Board. UNIFI estimated the fair value of each VSU granted during fiscal 2025, 2024, and 2023 to be $6.85, $6.71, and $9.51, respectively.

During fiscal 2025, 2024, and 2023, UNIFI granted 189, 212, and 150 performance share units (“PSUs”), respectively, to certain key employees. The employee PSUs are subject to a performance-based vesting restriction and convey no rights of ownership in shares of Company common stock until such employee PSUs have vested and been distributed to the grantee in the form of Company common stock. Consistent with the vesting provisions of each PSU, between 50% and 300% of the PSUs become vested, if at all, on the date that the associated performance metric is achieved, and will be converted into shares of Company common stock (for distribution to the grantee) on each vesting date, unless the grantee has elected to defer the receipt of the shares of stock until separation from service. The percentage of PSUs that vest is based on the metric achieved on the vesting date compared to the targeted metric defined in the award agreement. UNIFI estimated the weighted average fair value of each PSU granted during fiscal 2025, 2024, and 2023 to be $6.94, $6.47, and $8.43, respectively.

UNIFI estimates the fair value of RSUs, VSUs, and PSUs based on the market price of UNIFI’s common stock at the award grant date. A summary of RSU, VSU and PSU activity for fiscal 2025 is as follows:


	Non-vested			Weighted Average Grant Date Fair Value		Vested			Total			Weighted Average Grant Date Fair Value
Outstanding at June 30, 2024		729		$	7.80		315			1,044		$	10.63
Granted		768		$	6.87		—			768		$	6.87
Vested		(214	)	$	9.42		214			—		$	—
Converted		—		$	—		(126	)		(126	)	$	9.51
Cancelled or forfeited		(155	)	$	8.03		—			(155	)	$	8.03
Outstanding at June 29, 2025		1,128		$	6.83		403			1,531		$	9.10

At June 29, 2025, the number of PSUs, RSUs, and VSUs vested and expected to vest was 1,362, with an aggregate intrinsic value of $7,139. There were no vested PSUs at June 29, 2025. The aggregate intrinsic value of the 403 vested RSUs and VSUs at June 29, 2025 was $2,113.

The unrecognized compensation cost related to the unvested PSUs and RSUs at June 29, 2025 was $3,574, which is expected to be recognized over a weighted average period of 1.6 years.

For fiscal 2025, 2024, and 2023, the total intrinsic value of RSUs and VSUs converted was $731, $978, and $882, respectively. The tax benefit realized from the conversion of RSUs was $171, $232, and $165 for fiscal 2025, 2024, and 2023, respectively.

On October 27, 2021, Unifi, Inc.’s shareholders approved the Unifi, Inc. Employee Stock Purchase Plan (the “ESPP”), under which an aggregate of 100 shares of Company common stock have been authorized and reserved for issuance pursuant to the ESPP. The ESPP permits employees to purchase common stock through payroll deductions at 85 percent of the fair market value of Company common stock on a quarterly basis. For fiscal 2025, 2024 and 2023, 12, 12, and 6 shares of common stock were purchased under the ESPP, respectively. As of June 29, 2025, 70 shares were available for purchase under the ESPP.

Stock-based compensation expense associated with options granted under the ESPP is measured at the grant date based on the fair value of the award, which is equal to the purchase discount, and is recognized over the service period (generally the vesting period) on a straight-line basis.

The total cost related to all stock-based compensation was as follows:


	Fiscal 2025		Fiscal 2024		Fiscal 2023
Stock options	$	90	$	157	$	575
PSUs, RSUs and VSUs		3,162		1,856		2,120
ESPP		8		11		11
Total compensation cost	$	3,260	$	2,024	$	2,706

In each of fiscal 2025, 2024, and 2023, UNIFI issued 0, 7, and 12 shares of common stock for $0, $50, and $110 of expense, respectively, in connection with Board compensation.

The total income tax benefit recognized for stock-based compensation was $585, $366, and $377 for fiscal 2025, 2024, and 2023, respectively.

As of June 29, 2025, total unrecognized compensation costs related to all unvested stock-based compensation arrangements were $3,574. The weighted average period over which these costs are expected to be recognized is 1.6 years.