Interface Inc

1. 1

   Election of Directors

   ManagementBoard: FOR

   Elect ten members to the Board of Directors (incumbent nominees listed in the proxy).

2. 2

   Advisory Vote to Approve Executive Compensation (Say on Pay

   ManagementBoard: FOR

   Non-binding, advisory vote to approve the compensation of the Company’s Named Executive Officers as disclosed in the proxy statement.

   More detail

   This management proposal asks shareholders to cast a non-binding, advisory vote approving the overall compensation of the Company’s named executive officers as disclosed in the proxy (the ‘‘say-on-pay’’ vote). Management seeks this advisory approval as a means to gauge shareholder sentiment about the design, governance and outcomes of its executive pay program, which the Compensation & Talent Development Committee believes ties pay to performance through a mix of base salary, annual cash bonuses linked to adjusted operating income and currency-neutral sales, and long-term equity incentives tied to adjusted EBITDA and return on invested capital. The proposal is non-binding, but the Board states it will consider any significant negative vote and adjust practices if warranted; the proxy notes prior strong shareholder support (~91% in 2025). The Company emphasizes compensation governance features intended to mitigate risk and align interests, including an independent compensation committee, an independent consultant (Pearl Meyer), stock ownership and retention guidelines, a clawback policy, double-trigger change-in-control provisions, and benchmarking to a defined peer group. The compensation program also uses multi-year performance measures and deferred equity vesting to encourage long-term value creation and retention. Management’s recommendation to vote FOR is supported by stated rationale that the program reflects best practices and appropriately aligns pay with performance. Key contextual considerations for an analyst include the degree to which disclosed performance metrics and achieved outcomes (e.g., 2025 adjusted operating income and adjusted EBITDA) support the realized compensation, the level of discretion or one-time adjustments disclosed, and the company’s responsiveness to prior shareholder feedback. Because the vote is advisory, it does not directly change compensation arrangements, but a substantial vote against could prompt the Committee to revisit compensation elements, metric selection, weightings, or disclosure practices to address shareholder concerns. Overall, the proposal raises standard governance questions about pay-for-performance alignment, metric selection and incentive design, and should be evaluated against the company’s recent financial results, peer benchmarking, and the disclosed governance safeguards.

3. 3

   Ratification of Appointment of Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify the Audit Committee's selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2026.

Upcoming shareholder meetings at Interface Inc’s closest sector peers — compare boards, ballots, and ownership across the cohort.

When is the Interface Inc 2026 annual meeting?

Interface Inc (TILE) holds its 2026 annual shareholder meeting on Tuesday, May 19, 2026.

What is the record date for the Interface Inc 2026 meeting?

The record date for the Interface Inc 2026 meeting is Friday, March 13, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Interface Inc's 2026 meeting?

The board is presenting 10 director nominees at the Interface Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Interface Inc 2026 meeting?

Shareholders will vote on 3 proposals at the Interface Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.