Share-Based Compensation | 6 Months Ended |
Jun. 28, 2014 |
Share-based Compensation [Abstract] | ' |
Share-Based Compensation | ' |
Share-Based Compensation |
The Amended and Restated Vishay Precision Group, Inc. Stock Incentive Program (as amended and restated, the “Plan”) permits the issuance of up to 1,000,000 shares of common stock. At June 28, 2014, the Company had reserved 574,616 shares of common stock for future grant of equity awards (restricted stock, unrestricted stock, restricted stock units ("RSUs"), or stock options) pursuant to the Plan. If any outstanding awards are forfeited by the holder or cancelled by the Company, the underlying shares would be available for regrant to others. |
Stock Options |
The following table summarizes the Company’s 2014 stock option activity (number of options in thousands): |
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| Number | | Weighted | | Weighted | | | | | | | |
of | Average | Average | | | | | | | |
Options | Exercise | Remaining | | | | | | | |
| Price | Contractual | | | | | | | |
| | Life (yrs) | | | | | | | |
Outstanding: | | | | | | | | | | | | |
Balance at January 1, 2014 | 27 | | | $ | 18.06 | | | | | | | | | | |
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Granted | — | | | — | | | | | | | | | | |
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Exercised | — | | | — | | | | | | | | | | |
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Expired | — | | | — | | | | | | | | | | |
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Balance at June 28, 2014 | 27 | | | $ | 18.06 | | | 2.47 | | | | | | | |
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Exercisable: | | | | | | | | | | | | |
End of period | 27 | | | $ | 18.23 | | | | | | | | | | |
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The pretax intrinsic value (the difference between the closing stock price of VPG’s common stock on the last trading day of the fiscal quarter of $16.19 per share and the exercise price, multiplied by the number of in-the-money options) that would have been received by the options holders had all option holders exercised their options on June 28, 2014 is not material. |
Restricted Stock Units |
On January 29, 2014, VPG’s three executive officers were granted annual equity awards in the form of RSUs, of which 75% are performance-based. The awards have an aggregate grant-date fair value of $1.2 million and were comprised of 79,453 RSUs. Twenty-five percent of these awards will vest on January 1, 2017, subject to the executives' continued employment. The performance-based portion of the RSUs will also vest on January 1, 2017, subject to the satisfaction of certain performance objectives relating to three year cumulative “free cash” and net earnings goals, and their continued employment. |
On May 5, 2014, certain VPG employees were granted annual equity awards in the form of RSUs, of which 75% are performance-based. The awards have an aggregate grant-date fair value of $0.3 million and were comprised of 21,387 RSUs. Twenty-five percent of these awards will vest on January 1, 2017, subject to the employees' continued employment. The performance-based portion of the RSUs will also vest on January 1, 2017, subject to the satisfaction of certain performance objectives relating to three year cumulative earnings and cash flows goals, and their continued employment. |
On May 22, 2014, the Board of directors approved the issuance of an aggregate of 11,235 RSUs to the three independent board members and to the non-executive Chairman of the Board, with an aggregate grant-date fair value of $0.2 million. The compensation cost with respect to the awards is recognized ratably over the one year vesting period of such awards. |
RSU activity for 2014 is presented below (number of RSUs in thousands): |
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| Number | | Weighted | | | | | | | | | |
of | Average | | | | | | | | | |
RSUs | Grant-date | | | | | | | | | |
| Fair Value | | | | | | | | | |
Outstanding: | | | | | | | | | | | | |
Balance at January 1, 2014 | 146 | | | $ | 14.72 | | | | | | | | | | |
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Granted | 112 | | | 15.3 | | | | | | | | | | |
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Vested | (22 | ) | | 15.84 | | | | | | | | | | |
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Balance at June 28, 2014 | 236 | | | $ | 14.89 | | | | | | | | | | |
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The amount of compensation cost related to share-based payment transactions is measured based on the grant-date fair value of the equity instruments issued. VPG determines compensation cost for RSUs based on the grant-date fair value of the underlying common stock. The Company recognizes compensation cost for RSUs that are expected to vest and for which performance criteria are expected to be met. Compensation cost is recognized over the period that the participant provides service in exchange for the award. RSUs with performance-based vesting criteria are expected to vest as follows (number of RSUs in thousands): |
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Vesting Date | | Expected to Vest | | Not Expected to Vest | | Total | | | | | | |
January 1, 2015 | | 9 | | | 29 | | | 38 | | | | | | | |
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January 1, 2016 | | 23 | | | 24 | | | 47 | | | | | | | |
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January 1, 2017 | | 76 | | | — | | | 76 | | | | | | | |
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Share-Based Compensation Expense |
The following table summarizes share-based compensation expense recognized (in thousands): |
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| Fiscal quarter ended | | Six fiscal months ended |
| June 28, 2014 | | June 29, 2013 | | June 28, 2014 | | June 29, 2013 |
Stock options | $ | — | | | $ | 1 | | | $ | — | | | $ | 2 | |
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Restricted stock units | 263 | | | 368 | | | 485 | | | 702 | |
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Total | $ | 263 | | | $ | 369 | | | $ | 485 | | | $ | 704 | |
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