STOCK-BASED COMPENSATION | 6 Months Ended |
Sep. 30, 2014 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' |
STOCK-BASED COMPENSATION | ' |
|
NOTE B–STOCK-BASED COMPENSATION |
|
Stock Option Plans |
|
The Company has stock-based compensation plans, previously approved by the Company’s shareholders that provide for incentive and non-qualified stock options, restricted stock and restricted stock unit awards and other incentive awards to be granted to directors, officers, other key employees and consultants. The stock options granted generally have a five to ten year life, vest over a period of one to three years, and have an exercise price equal to the fair market value of the stock on the date of grant. The stock options are generally subject to accelerated vesting if there is a change in control, as defined in the plans. The restricted stock awards generally vest over a period of two to three years and do not require cash payments from restricted stock award recipients. At September 30, 2014, the Company had 1,017,619 shares of common stock available for grant under the plans. |
|
For the three months ended September 30, 2014 and 2013, the Company recorded stock-based compensation expense for stock options and restricted stock awards of $895,000 and $592,000, respectively, and for the six months ended September 30, 2014 and 2013, the Company recorded stock-based compensation expense for stock options and restricted stock awards of $2,799,000 and $1,921,000, respectively, which have been included in general and administrative expenses. The Company’s total stock-based compensation related expense reduced both basic and diluted earnings per share by $0.04 and $0.03 for each of the three months ended September 30, 2014 and 2013, respectively, and by $0.14 and $0.09 for the six months ended September 30, 2014 and 2013, respectively. |
|
At September 30, 2014, the Company had $2,426,000 of unrecognized compensation costs related to non-vested stock options and restricted stock awards that are expected to be recognized over a weighted average period of approximately two years. |
|
The Company accounts for stock option based compensation by estimating the fair value of options granted using a Black-Scholes option valuation model. For stock options issued during the six months ended September 30, 2014 and 2013, the following assumptions were used to determine fair value: |
|
|
| | | | | | | | | | | | | | | | | | | | |
| | Six Months Ended September 30, 2014 | | | | | | | | | | | | | |
Assumptions used: | | 2014 | | | 2013 | | | | | | | | | | | | | |
Expected term (in years) | | | 6 years | | | | 5 years | | | | | | | | | | | | | |
Expected volatility | | | 49 | % | | | 49 | % | | | | | | | | | | | | |
Risk free interest rate | | | 0.8 | % | | | 0.8 | % | | | | | | | | | | | | |
Expected dividend | | | 1 | % | | | 1 | % | | | | | | | | | | | | |
Fair Value | | $ | 20.38 | | | $ | 21.68 | | | | | | | | | | | | | |
|
Option transactions under the plans during the six months ended September 30, 2014, are summarized as follows: |
|
|
| | | | | | | | | | | | | | | | | | | | |
| | Shares | | | Weighted | | | Weighted | | | Aggregate | | | | | |
Average | Average | Intrinsic Value | | | | |
Exercise Price | Contractual Life | | | | | |
Outstanding at March 31, 2014 | | | 480,837 | | | $ | 24.95 | | | | | | | | | | | | | |
Granted | | | 38,794 | | | | 47.52 | | | | | | | | | | | | | |
Exercised | | | (95,345 | ) | | | 15.23 | | | | | | | | | | | | | |
Cancelled | | | (68,936 | ) | | | 43.28 | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Outstanding at September 30, 2014 | | | 355,350 | | | $ | 26.46 | | | | 7.35 years | | | $ | 4,254,000 | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Exercisable at September 30, 2014 | | | 266,118 | | | $ | 20.27 | | | | 6.87 years | | | $ | 4,252,000 | | | | | |
| | | | | | | | | | | | | | | | | | | | |
|
The aggregate intrinsic value is based on the difference between the exercise price and the Company’s September 30, 2014 common share market value for in-the-money options. |
|
The following tables summarize information concerning currently outstanding and exercisable stock options at September 30, 2014: |
|
Options Outstanding and Exercisable |
|
|
| | | | | | | | | | | | | | | | | | | | |
Range of Exercise | | Number | | | Weighted Average | | | Weighted | | | Number | | | Weighted | |
| Outstanding | Remaining | Average | Exercisable | Average |
Prices | | Contractual Life | Exercise Price | | Exercise Price |
$6.26 | | | 3,800 | | | | 4.85 years | | | $ | 6.26 | | | | 3,800 | | | $ | 6.26 | |
9.57-13.59 | | | 54,287 | | | | 5.50 years | | | | 10.79 | | | | 54,287 | | | | 10.79 | |
14.68-21.03 | | | 139,421 | | | | 6.74 years | | | | 16.18 | | | | 139,421 | | | | 16.18 | |
21.96-27.69 | | | 24,000 | | | | 9.10 years | | | | 24.83 | | | | 24,000 | | | | 24.83 | |
33.67-47.79 | | | 133,842 | | | | 8.50 years | | | | 44.39 | | | | 44,610 | | | | 43.31 | |
| | | | | | | | | | | | | | | | | | | | |
| | | 355,350 | | | | 7.35 years | | | $ | 26.46 | | | | 266,118 | | | $ | 20.27 | |
| | | | | | | | | | | | | | | | | | | | |
|
In August 2013, the Company’s shareholders adopted the 2013 Omnibus Stock and Incentive Plan (the “2013 Plan”). The 2013 Plan permits the granting of stock options, stock appreciation rights, restricted stock and restricted stock units, performance awards, other stock awards and dividend and dividend equivalents. At September 30, 2014, 1,017,619 shares of common stock remain available for issuance under the 2013 Plan. |
|
In August 2007, the Company’s shareholders adopted the 2007 Omnibus Stock and Incentive Plan (the “2007 Plan”, and along with the 2013 Plan, “the Plans”). The terms of the 2007 Plan are substantially identical to those of the 2013 Plan. With the adoption of the 2013 Plan, the Company’s Board of Directors determined no further awards will be granted from the 2007 Plan. |
|
The expected term of options granted is the safe harbor period. The volatility is based on historic volatilities from the traded shares of the Company over the past two and one-half years. The risk-free interest rate for periods matching the expected life of the option is based on the U.S. Treasury yield curve in effect at the time of grant. Expected dividend is based on the historic dividend of the Company. The Company has analyzed the forfeitures of stock and option grants and has used a ten percent forfeiture rate in the expense calculation. |
|
|
|
Restricted Stock |
|
The 2013 Plan provides for grants of restricted common stock and restricted stock units to executives and key employees of the Company. The restricted common stock and restricted stock units are valued based on the Company’s market value of common stock on the date of grant and the amount of any award is expensed over the requisite service period which approximates two to three years. If grantees are retirement eligible and awards would either fully vest upon retirement or continue to vest after retirement, the full amount of the related expense is recognized upon grant. At September 30, 2014, the Company had 7,300 shares of restricted common stock issued and outstanding and 13,231 unvested restricted stock units outstanding under the 2007 Plan and 8,000 shares of restricted common stock issued and outstanding and 22,768 unvested restricted stock units outstanding under the 2013 Plan. The shares of restricted common stock awarded have voting rights and participate equally in all dividends and other distributions duly declared by the Company’s Board of Directors. |
|
Restricted stock and restricted stock unit award activity under the Plans during the six months ended September 30, 2014 and 2013 is summarized as follows: |
|
|
| | | | | | | | | | | | | | | | | | | | |
| | 2014 | | | 2013 | | | | | |
Restricted Shares | | Shares | | | Weighted | | | Shares | | | Weighted | | | | | |
Average | Average | | | | |
Grant Date Fair | Grant Date Fair | | | | |
Value | Value | | | | |
Non-vested shares at March 31, | | | 16,200 | | | $ | 43.45 | | | | 42,820 | | | $ | 19.33 | | | | | |
Awarded | | | 7,500 | | | | 34.02 | | | | 8,000 | | | | 53.91 | | | | | |
Vested | | | (8,400 | ) | | | 33.74 | | | | (34,120 | ) | | | 15.66 | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Non-vested shares at September 30, | | | 15,300 | | | $ | 44.16 | | | | 16,700 | | | $ | 43.4 | | | | | |
| | | | | | | | | | | | | | | | | | | | |
|
|
| | | | | | | | | | | | | | | | | | | | |
| | 2014 | | | 2013 | | | | | |
Restricted Stock Units | | Shares | | | Weighted | | | Shares | | | Weighted | | | | | |
Average | Average | | | | |
Grant Date Fair | Grant Date Fair | | | | |
Value | Value | | | | |
Non-vested shares at March 31, | | | 40,103 | | | $ | 35.35 | | | | 41,607 | | | $ | 27.35 | | | | | |
Granted | | | 43,772 | | | | 37.05 | | | | 17,976 | | | | 42.99 | | | | | |
Vested | | | (47,876 | ) | | | 32.77 | | | | (16,643 | ) | | | 23.75 | | | | | |
Forfeited | | | — | | | | — | | | | (1,217 | ) | | | 27.6 | | | | | |
| | | | | | | | | | | | | | | | | | | | |
Non-vested shares at September 30, | | | 35,999 | | | $ | 40.85 | | | | 41,723 | | | $ | 35.52 | | | | | |
| | | | | | | | | | | | | | | | | | | | |