Stock-Based Compensation | 5. Stock-Based Compensation Equity Incentive Plans On October 19, 2014, the Company approved the 2014 Equity Incentive Plan, which was amended as of August 24, 2016 (as amended, the “2014 Plan”). The 2014 Plan authorized the Company to issue awards to employees, consultants and directors for up to a total of 3,600,000 shares of common stock, par value $0.0001 per share eight four one one four On August 26, 2020 (the “Effective Date”), the Company’s stockholders approved the Boot Barn Holdings, Inc. 2020 Equity Incentive Plan, and on August 25, 2021, the Company’s stockholders approved Amendment No. 2021-1 to the Boot Barn Holdings, Inc. 2020 Equity Incentive Plan (as amended, the “2020 Plan”). Following the approval of the 2020 Plan, no further grants have been made under the 2014 Plan. The 2020 Plan authorizes the issuance of awards to employees (including executive officers) of the Company or any of its subsidiaries or other Affiliates (as defined in the 2020 Plan) and non-employee directors of the Company’s Board of Directors or any member of any board of directors of any Affiliate for up to a total of 2,000,000 shares of common stock, par value $0.0001 per share one Stock Options During both the thirteen and thirty-nine weeks ended December 28, 2024 and December 30, 2023, the Company did not grant options to purchase shares. The following table summarizes the stock option activity for the thirty-nine weeks ended December 28, 2024: Grant Date Weighted Weighted Average Aggregate Stock Average Remaining Intrinsic Options Exercise Price Contractual Life Value (1) (in years) (in thousands) Outstanding at March 30, 2024 340,605 $ 40.00 Granted — — Exercised (122,547) 24.06 $ 12,999 Cancelled, forfeited or expired (86,189) 86.96 Outstanding at December 28, 2024 131,869 $ 24.13 4.4 $ 17,478 Vested and expected to vest after December 28, 2024 131,869 $ 24.13 4.4 $ 17,478 Exercisable at December 28, 2024 131,869 $ 24.13 4.4 $ 17,478 (1) Intrinsic value for stock options is defined as the difference between the market price of the Company’s common stock on the last business day of the fiscal quarter and the weighted average exercise price of the in-the-money stock options outstanding at the end of each fiscal period. A summary of the status of non-vested stock options as of December 28, 2024, including changes during the thirty-nine weeks ended December 28, 2024, is presented below: Weighted- Average Grant Date Shares Fair Value Nonvested at March 30, 2024 154,487 $ 30.63 Granted — — Vested (68,298) 10.71 Nonvested shares forfeited (86,189) 46.41 Nonvested at December 28, 2024 — $ — Restricted Stock Units During the thirteen weeks ended December 28, 2024, the Company granted 12,953 restricted stock units to the Executive Chairman of the Company’s Board of Directors and various employees under the 2020 Plan. The restricted stock units granted cliff vest on the second During the thirty-nine weeks ended December 28, 2024, the Company granted 109,013 restricted stock units to various non-employee directors, the Executive Chairman of the Company’s Board of Directors, and various employees under the 2020 Plan. The restricted stock units granted vest in periods ranging from one During the thirteen weeks ended December 30, 2023, the Company did not grant restricted stock units. During the thirty-nine weeks ended December 30, 2023, the Company granted 132,713 restricted stock units to various non-employee directors and employees under the 2020 Plan. The restricted stock units granted to employees vest in three granted to the Company’s non-employee directors vest on the first Performance Share Units The Company did not grant performance share units during the thirteen weeks ended December 28, 2024 and December 30, 2023. During the thirty-nine weeks ended December 28, 2024 and December 30, 2023, the Company granted 61,530 and 112,740 performance share units, respectively, to various employees under the 2020 Plan with grant date fair values of $6.9 million and $7.3 million, respectively. Performance share units are stock-based awards in which the number of shares ultimately received depends on the Company’s performance against its cumulative earnings per share target over a three-year performance period. The performance period for the awards granted during the thirty-nine weeks ended December 28, 2024 began March 31, 2024 and ends March 27, 2027, and the performance period for the awards granted during the thirty-nine weeks ended December 30, 2023 began April 2, 2023 and ends March 28, 2026. The performance metrics for these awards were established at the beginning of the performance periods. At the end of the performance periods, the number of performance share units to be issued is fixed based upon the degree of achievement of the performance goals. If the cumulative three-year performance goals are below the threshold level, the number of performance share units to vest will be 0%, if the performance goals are at the threshold level, the number of performance share units to vest will be 50% of the target amounts, if the performance goals are at the target level, the number of performance share units to vest will be 100% of the target amounts, and if the performance goals are at the maximum level, the number of performance share units to vest will be 200% of the target amounts, each subject to continued service by the applicable award recipients through the last day of the respective performance periods (subject to certain exceptions). If performance is between threshold and target goals or between target and maximum goals, the number of performance share units that vest will be determined by linear interpolation. The number of shares ultimately issued can range from 0% to 200% of the participant’s target award. The grant date fair value of the performance share units granted during both the thirty-nine weeks ended December 28, 2024 and December 30, 2023, respectively, was initially measured using the Company’s closing stock price on the dates of grant with the resulting stock compensation expense recognized on a straight-line basis over the three-year vesting periods (subject to certain exceptions). The expense recognized over the vesting periods is adjusted up or down on a quarterly basis based on the anticipated performance level during the performance periods. If the performance metrics are not probable of achievement during the performance periods, any previously recognized stock compensation expense is reversed. The awards are forfeited if the threshold performance goals are not achieved as of the end of the respective performance periods. Stock-Based Compensation Expense During the thirteen weeks ended December 28, 2024, the Company’s Chief Executive Officer (“CEO”) resigned and forfeited all of his unvested equity awards. This resulted in a net reversal of stock-based compensation expense of $6.0 million associated with the former CEO’s unvested equity awards during the thirteen weeks ended December 28, 2024. Stock-based compensation expense was ($2.7 million) and $2.6 million for the thirteen weeks ended December 28, 2024 and December 30, 2023, respectively. Stock-based compensation expense was $8.2 million and $10.4 million for the thirty-nine weeks ended December 28, 2024 and December 30, 2023, respectively. Stock-based compensation expense of $0.9 million and $0.3 million was recorded in cost of goods sold in the condensed consolidated statements of operations for the thirteen weeks ended December 28, 2024 and December 30, 2023, respectively. Stock-based compensation expense of $3.7 million and $2.1 million was recorded in cost of goods sold in the condensed consolidated statements of operations for the thirty-nine weeks ended December 28, 2024 and December 30, 2023, respectively. All other stock-based compensation expense is included in selling, general and administrative expenses in the condensed consolidated statements of operations. As of December 28, 2024, there was no unrecognized stock-based compensation expense related to unvested stock options. As of December 28, 2024, there was $9.0 million of total unrecognized stock-based compensation expense related to restricted stock units, with a weighted-average remaining recognition period of 1.82 years. As of December 28, 2024, there was $6.2 million of total unrecognized stock-based compensation expense related to performance share units, with a weighted-average remaining recognition period of 2.12 years. |