17 unchanged sentences
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
−Removed: The information contained under the captions “Nomination and Election of Directors,” “Delinquent Section 16(a) Reports” and “Meetings and Committees of the Board” in our definitive Proxy Statement for our 2025 Annual Meeting of Shareholders, to be filed with the Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the end of our 2024 fiscal year, is incorporated herein by reference.
+Added: The information contained under the captions “Nomination and Election of Directors,” “Delinquent Section 16(a) Reports”, “Meetings and Committees of the Board” and “Insider Trading Policy/Prohibition on Hedging and Pledging” in our definitive Proxy Statement for our 2026 Annual Meeting of Shareholders, to be filed with the Securities and Exchange Commission pursuant to Regulation 14A not later than 120 days after the end of our 2025 fiscal year, is incorporated herein by reference.
Pursuant to Instruction 3 to Paragraph (b) of Item 401 of Regulation S-K, information relating to our executive officers is included in Item 1 of this Report.
3 unchanged sentences
Any waiver of the Code for executive officers or directors may be made only by our Board of Directors and will be disclosed to the extent required by law or Nasdaq rules on our website or in a filing on Form 8-K.
−Removed: Interface has adopted insider trading policies and procedures governing the purchase, sale, and/or other dispositions of Interface securities by directors, officers and employees that are reasonably designed to promote compliance with insider trading laws, rules and regulations, and any listing standards applicable to Interface.
EXECUTIVE COMPENSATION
9 unchanged sentences
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
+Added: (a) The following documents are filed as part of this report:
Financial Statements
1 unchanged sentence
and subsidiaries and related Reports of Independent Registered Public Accounting Firm are contained in Item 8 of this Report:
−Removed: Consolidated Statements of Operations and Comprehensive Income — fiscal years ended December 29, 2024, December 31, 2023 and January 1, 2023.
+Added: • Consolidated Statements of Operations — fiscal years ended December 28, 2025, December 29, 2024 and December 31, 2023.
+Added: • Consolidated Statements of Comprehensive Income — fiscal years ended December 28, 2025, December 29, 2024 and December 31, 2023.
• Consolidated Balance Sheets — December 28, 2025 and December 29, 2024.
−Removed: Consolidated Statements of Cash Flows — fiscal years ended December 29, 2024, December 31, 2023, and January 1, 2023.
+Added: • Consolidated Statements of Cash Flows — fiscal years ended December 28, 2025, December 29, 2024, and December 31, 2023.
• Notes to Consolidated Financial Statements
+Added: • Report of Independent Registered Public Accounting Firm ( Ernst & Young LLP , Atlanta, Georgia , PCAOB ID:
• Report of Independent Registered Public Accounting Firm ( BDO USA, P.C.
1 unchanged sentence
• Report of Independent Registered Public Accounting Firm on Internal Control over Financial Reporting
−Removed: Financial Statement Schedule
+Added: Financial Statement Schedules
The following consolidated financial statement schedule of Interface, Inc.
12 unchanged sentences
Hendrix) (included as Exhibit 99.5 to the Company’s current report on Form 8-K filed on January 7, 2008, previously filed with the Commission and incorporated herein by reference).*
−Removed: 10.3 Form of Restricted Stock Agreement, as used for directors (included as Exhibit 10.3 to the Company’s quarterly report on Form 10-Q filed on May 11, 2017, previously filed with the Commission and incorporated herein by reference) ;
−Removed: Form of Restricted Stock Agreement for executive officers (included as Exhibit 10.1 to the Company’s quarterly report on Form 10-Q filed on May 11, 2018, previously filed with the Commission and incorporated herein by reference) ;
−Removed: and Form of Performance Share Agreement for executive officers (included as Exhibit 10.2 to the Company’s quarterly report on Form 10-Q filed on May 11, 2018, previously filed with the Commission and incorporated herein by reference).*
10.3 Interface, Inc.
7 unchanged sentences
10.5 Form of Indemnity Agreement of Director (as used for directors of the Company) (included as Exhibit 99.1 to the Company’s current report on Form 8-K filed on November 30, 2005, previously filed with the Commission and incorporated herein by reference).*
−Removed: 10.7 Form of Indemnity Agreement of Officer (as used for certain officers of the Company, including Daniel T.
−Removed: Hendrix, Laurel M.
+Added: 10.6 Form of Indemnity Agreement of Officer (as used for certain officers of the Company, including , Laurel M.
Hurd, David B.
Foshee, Bruce A.
−Removed: Hausmann, James Poppens and Nigel Stansfield) (included as Exhibit 99.2 to the Company’s current report on Form 8-K filed on November 30, 2005, previously filed with the Commission and incorporated herein by reference).*
+Added: Hausmann, and James Poppens ) (included as Exhibit 99.2 to the Company’s current report on Form 8-K filed on November 30, 2005, previously filed with the Commission and incorporated herein by reference).*
10.7 Interface, Inc.
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and Ninth Amendment thereto, dated as of December 31, 2020 (included as Exhibit 10.9 to the Company's annual report on Form 10-K for the year ended January 2, 2022, previously filed with the Commission and incorporated herein by reference).*
−Removed: 10.10 Second Amended and Restated Security and Pledge Agreement, dated as of August 7, 2018, among Interface, Inc., certain subsidiaries of the Company as obligors, and Bank of America, N.A.
−Removed: as Administrative Agent (included as Exhibit 10.14 to the Company’s annual report on Form 10-K for the year ended December 29, 2019, previously filed with the Commission and incorporated herein by reference).
−Removed: 10.11 First Restatement Agreement, dated as of July 20, 2018, among Interface, Inc., certain subsidiaries of the Company as borrowers, certain subsidiaries of the Company as guarantors, Bank of America, N.A.
−Removed: as Administrative Agent, and the other lenders party thereto (included as Exhibit 10.1 to the Company’s current report on Form 8-K filed on July 26, 2018, previously filed with the Commission and incorporated herein by reference).
−Removed: 10.12 First Amendment to Second Amended and Restated Syndicated Facility Agreement, dated as of December 18, 2019 (included as Exhibit 99.1 to the Company’s current report on Form 8-K filed on December 23, 2019, previously filed with the Commission and incorporated herein by reference).
−Removed: 10.13 Second Amendment to Second Amended and Restated Syndicated Facility Agreement dated as of July 15, 2020 (included as Exhibit 10.1 to the Company’s current report on Form 8-K filed on July 16, 2020, previously filed with the Commission and incorporated herein by reference).
−Removed: 10.14 Third Amendment to Second Amended and Restated Syndicated Facility Agreement, dated as of November 17, 2020 (included as Exhibit 10.1 to the Company’s current report on Form 8-K filed on November 18, 2020, previously filed with the Commission and incorporated herein by reference).
−Removed: 10.15 Fourth Amendment to Second Amended and Restated Syndicated Facility Agreement dated as of December 9, 2021 (included as Exhibit 99.2 to the Company’s current report on Form 8-K/A filed on December 21, 2021, previously filed with the Commission and incorporated herein by reference).
−Removed: 10.16 Fifth Amendment to Second Amended and Restated Syndicated Facility Agreement, dated as of October 14, 2022 (included as Exhibit 10.1 to the Company’s current report on Form 8-K filed on October 17, 2022, previously filed with the Commission and incorporated herein by reference).
10.9 Interface, Inc.
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and Form of 2023 Performance Share Agreement for executive officers (included as Exhibit 10.2 to the Company’s quarterly report on Form 10-Q filed on May 9, 2023, previously filed with the Commission and incorporated herein by reference).*
−Removed: 10.18 Contract of Employment of Nigel Stansfield dated August 15, 2022 (included as Exhibit 99.1 to the Company’s current report on Form 8-K filed on August 19, 2022, previously filed with the Commission and incorporated herein by reference).*
10.10 Form of Severance Protection and Change in Control Agreement (as used for David B.
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Hurd dated April 18, 2022 (included as Exhibit 99.1 to the Company’s current report on Form 8-K/A filed on April 21, 2022, previously filed with the Commission and incorporated herein by reference).*
−Removed: 10.21 Severance Protection and Change in Control Agreement of Nigel Stansfield dated August 15, 2022 (included as Exhibit 99.2 to the Company’s current report on Form 8-K filed on August 19, 2022, previously filed with the Commission and incorporated herein by reference).*
−Removed: 10.22 Consent Letter to Second Amended and Restated Syndicated Facility Agreement, dated as of November 23, 2023 (included as Exhibit 10.22 to the C ompany ’ s annual report on Form 10-K for the year ended December 31, 2023 , filed on February 2 8, 2024, previ ously f iled with the Commission and incorporated her ein by refe rence).
−Removed: 10.23 A mended and Restated Interface, Inc.
+Added: 10.12 Amended and Restated Interface, Inc.
2020 Omnibus Stock Incentive Plan, effective as of May 13, 2024 (included as Exhibit 99.1 to the Company’s current report on Form 8-K filed on May 15, 2024, previously filed with the Commission and incorporated herein by reference).*
−Removed: 10.24 N igel Stansfield Tax Equalization Agreement, dated as of October 15, 2024 (included as Exhibit 99.1 to the Company ’ s curre nt report on Form 8-K filed on October 21, 2024, previously filed with the Commission and incorporated her ein by reference).*
−Removed: 16.1 Auditor Change Letter from BDO US A (included as Exh i bit 16.1 to the Company ’ s current report on Form 8-K filed on Sept ember 9, 2024, previously filed with the Commission and incorporated her ein by reference).
−Removed: 19.1 I nsider Trad ing Policy (included a s Exhibit 19.1 to the Company ’ s quarterly report on Form 10-Q filed on May 7, 2024, previously filed with the Commission and incorporated her ein by reference).
+Added: 10.13 Third Amended and Restated Syndicated Credit Facility Agreement (included as Exhibit 10.1 to the Company’s Current report on Form 8-K previously filed with the Commission on December 3, 2025, and incorporated herein by reference).
+Added: 10.14 Third Amended and Restated Security and Pledge Agreement.
+Added: 16.1 Auditor Change Letter from BDO USA (included as Exhibit 16.1 to the Company’s current report on Form 8-K filed on September 9, 2024, previously filed with the Commission and incorporated herein by reference).
+Added: 19.1 Insider Trading Policy (included as Exhibit 19.1 to the Company’s quarterly report on Form 10-Q filed on May 7, 2024, previously filed with the Commission and incorporated herein by reference).
21 Subsidiaries of the Company.
+Added: 23.1 Consent of E rnst & Yo ung, LLP., an Independent Registered Public Accounting Firm.
23.2 Consent of BDO USA, P.C .
−Removed: , an I ndependent Registered Public Accounting Firm .
24 Power of Attorney (see signature page of this Report).
4 unchanged sentences
97 Interface, Inc.
−Removed: Clawback Policy (included as Exhibit 97 to the Co mpany ’ s annual report on Form 10-K for the year ended December 31, 2023, filed on February 28, 2024, previously filed with the C ommission and incorp or ated her e in by reference.
+Added: Clawback Policy (included as Exhibit 97 to the Company’s annual report on Form 10-K for the year ended December 31, 2023, filed on February 28, 2024, previously filed with the Commission and incorporated herein by reference.
101.INS XBRL Instance Document – The Instance Document does not appear in the Interactive Data Files because its XBRL tags are embedded within the Inline XBRL document.
18 unchanged sentences
December 29, 2024 2,953 1,154 — 312 3,795
−Removed: January 1, 2023 4,960 ( 357 ) — 651 3,952
+Added: December 31, 2023 3,952 ( 527 ) — 472 2,953
(A) Includes changes in foreign currency exchange rates.
8 unchanged sentences
December 29, 2024 4,302 855 — ( 97 ) 5,254
−Removed: January 1, 2023 2,702 ( 41 ) — 570 2,091
+Added: December 31, 2023 2,091 3,624 — 1,413 4,302
(A) Includes changes in foreign currency exchange rates.
15 unchanged sentences
Hausmann (Principal Financial Officer)
−Removed: /s/ ROBERT PRIDGEN Vice President and Chief Accounting Officer February 26, 2025
+Added: /s/ ROBERT PRIDGEN Vice President and Chief Accounting Officer
+Added: February 25, 2026
Robert Pridgen (Principal Accounting Officer)
/s/ DANIEL T.
−Removed: HENDRIX Director
−Removed: February 26, 2025
+Added: HENDRIX Director February 25, 2026
BURKE Director February 25, 2026
2 unchanged sentences
/s/ CHRISTOPHER G.
−Removed: KENNEDY Chairman of the Board
−Removed: February 26, 2025
+Added: KENNEDY Chairman of the Board February 25, 2026
Christopher G.
4 unchanged sentences
DAVID KOHLER Director February 25, 2026
−Removed: /s/ CATHERINE MARCUS
−Removed: February 26, 2025
+Added: /s/ CATHERINE MARCUS Director February 25, 2026
Catherine Marcus
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.