Date of Report (Date of Earliest Event Reported):May 19, 2026
INTERFACE INC
__________________
(Exact name of Registrant as Specified in its Charter)
Georgia
001-33994
58-1451243
(State or other Jurisdiction of Incorporation or Organization)
(Commission File Number)
(IRS Employer Identification No.)
1280 West Peachtree Street NW
Atlanta
Georgia
30309
(Address of principal executive offices)
(Zip code)
Registrant’s telephone number, including area code: (770) 437-6800
Not Applicable
(Former name or former address, if changed since last report)
Securities Registered Pursuant to Section 12(b) of the Act:
Title of Each Class
Trading Symbol(s)
Name of Each Exchange on Which Registered
Common Stock, $0.10 Par Value Per Share
TILE
Nasdaq Global Select Market
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 5.07. Submission of Matters to a Vote of Security Holders.
Annual Meeting of Shareholders
(a) The Company held its annual meeting of shareholders on May 19, 2026.
(b) The matters considered at the annual meeting, and votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, relating to each matter were:
(i) Election of Directors (elected by plurality vote):
For
Withheld
Non-Votes
John P. Burke
50,451,550
941,114
2,976,209
Dwight Gibson
51,287,302
105,362
2,976,209
Daniel T. Hendrix
50,444,951
947,713
2,976,209
Laurel M. Hurd
50,714,886
677,778
2,976,209
Christopher G. Kennedy
49,405,085
1,987,579
2,976,209
Joseph Keough
51,139,029
253,635
2,976,209
Catherine M. Kilbane
51,166,647
225,771
2,976,209
K. David Kohler
50,067,545
1,325,119
2,976,209
Catherine Marcus
50,988,456
404,208
2,976,209
Robert T. O'Brien
51,118,356
274,308
2,976,209
(ii) Approval of executive compensation:
For:
50,103,452
Against:
1,165,076
Abstain:
124,136
Non-Votes:
2,976,209
(iii) Ratification of the appointment of Ernst & Young LLP to serve as independent registered public accounting firm for 2026:
For:
53,336,481
Against:
55,348
Abstain:
977,044
Non-Votes:
0
Item 9.01Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Description
104
The cover page from this Current Report on Form 8-K formatted in Inline XBRL (included as Exhibit 101)
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.