Stock-Based Compensation and Stock Options | Note 3 — Stock-Based Compensation and Stock Options Under the Company’s Restated Omnibus Incentive Plan (formerly the Restated 1988 Executive Stock Option Plan) (the “ Plan”) as in effect at September 30, 2024 , options exercisable for up to 20,615,000 shares of the Company’s common stock may be granted over the life of the Plan to key employees, non-employee directors, and consultants at exercise prices not less than the fair market value of the common stock on the date of grant. Options granted under the Plan are non-statutory stock options and generally vest 25 % one year from the date of grant with the remaining 75 % vesting ratably each month over the following 36 months. The options granted to employees and the Company’s Board of Directors (the "Board") expire at the end of five years and ten years from the date of grant, respecti vely. All options granted in six months ended September 30, 2024 and 2023 were granted with an exercise price equal to the fair value of the Company’s common stock on the grant date and are non-statutory stock options. The Company records compensation expense for employee stock options based on the estimated fair value of the options on the date of grant using the Black-Scholes option-pricing model with the assumptions included in the table below. The Company uses historical data, among other factors, to estimate the expected volatility, the expected dividend yield and the expected option life. The Company accounts for forfeitures as they occur, rather than estimating expected forfeitures. The risk-free rate is based on the interest rate paid on a U.S. Treasury issue with a term similar to the estimated life of the option. The following assumptions were used to estimate the fair value of options granted during the three months ended September 30, 2024 and 2023 using the Black-Scholes option-pricing model: Three Months Ended Three Months Ended September 30, 2024 September 30, 2023 Risk-free interest rate 3.89 % 4.19 % Expected volatility 35 % 36 % Expected dividend yield 0.00 % 0.00 % Expected weighted average life of option in years 9.2 years 4.2 years For the three months ended September 30, 2024 and 2023 , the Company recorded stock-based compensation expense of $ 1,482,000 and $ 1,301,000 , respectively. For the six months ended September 30, 2024 and 2023, the Company recorded stock-based compensation expense of $ 2,552,000 and $ 2,613,000 , respectively. The table below shows the amounts recognized in the unaudited consolidated financial statements for stock-based compensation expense for time-based options and performance-based options during the three and six months ended September 30, 2024 and 2023, respectively. Three Months Ended September 30, 2024 September 30, 2023 Cost of revenues $ 723,000 $ 679,000 General and administrative 759,000 622,000 Total cost of stock-based compensation included in 1,482,000 1,301,000 Amount of income tax benefit recognized ( 273,000 ) ( 254,000 ) Amount charged against net income $ 1,209,000 $ 1,047,000 Effect on basic earnings per share $ ( 0.07 ) $ ( 0.06 ) Effect on diluted earnings per share $ ( 0.07 ) $ ( 0.06 ) Six Months Ended September 30, 2024 September 30, 2023 Cost of revenues $ 1,438,000 $ 1,347,000 General and administrative 1,114,000 1,266,000 Total cost of stock-based compensation included in 2,552,000 2,613,000 Amount of income tax benefit recognized ( 528,000 ) ( 544,000 ) Amount charged against net income $ 2,024,000 $ 2,069,000 Effect on basic earnings per share $ ( 0.12 ) $ ( 0.12 ) Effect on diluted earnings per share $ ( 0.12 ) $ ( 0.12 ) The following table summarizes information for all stock options for the three and six months ended September 30, 2024 and 2023: Three Months Ended September 30, 2024 Three Months Ended September 30, 2023 Shares Weighted Shares Weighted Options outstanding, beginning 469,167 $ 136.02 611,901 $ 110.10 Options granted 6,250 306.82 16,500 222.26 Options exercised ( 46,405 ) 93.04 ( 50,776 ) 74.53 Options cancelled/forfeited ( 403 ) 167.86 ( 2,362 ) 145.71 Options outstanding, ending 428,609 $ 143.14 575,263 $ 116.31 Six Months Ended September 30, 2024 Six Months Ended September 30, 2023 Shares Weighted Shares Weighted Options outstanding, beginning 489,727 $ 129.39 651,857 $ 108.10 Options granted 21,000 281.13 16,500 222.26 Options exercised ( 79,350 ) 94.01 ( 90,247 ) 75.08 Options cancelled/forfeited ( 2,768 ) 165.75 ( 2,847 ) 147.59 Options outstanding, ending 428,609 $ 143.14 575,263 $ 116.31 The following table summarizes the status of stock options outstanding and exercisable at September 30, 2024: Range of Exercise Price Number of Weighted Outstanding Exercisable Exercisable $ 33.16 to $ 87.69 126,453 2.43 $ 68.03 125,847 $ 67.94 $ 87.70 to $ 155.99 143,695 2.84 143.06 68,685 135.24 $ 156.00 to $ 200.55 121,460 3.68 187.09 35,152 179.04 $ 200.56 to $ 306.82 37,001 5.62 255.82 3,569 222.26 Total 428,609 3.20 $ 143.14 233,253 $ 106.86 The following table summarizes the status of all outstanding options at September 30, 2024, and changes during the three months then ended: Number Weighted Weighted Aggregate Intrinsic Options outstanding at July 1, 2024 469,167 $ 136.02 Granted 6,250 306.82 Exercised ( 46,405 ) 93.04 Cancelled – forfeited ( 403 ) 167.86 Cancelled – expired — — Ending outstanding 428,609 $ 143.14 3.20 $ 78,758,230 Ending vested and expected to vest 367,624 $ 129.20 3.23 $ 69,625,471 Ending exercisable at September 30, 2024 233,253 $ 106.86 2.71 $ 51,322,012 The weighted-average grant-date fair value of options granted during the three months ended September 30, 2024 and 2023 was $ 155.72 and $ 85.83 , respectively. Included in the above-noted stock option grants and stock-based compensation expense are performance-based stock options that vest only upon the Company’s achievement of certain earnings per share targets that are assessed on a calendar year basis, as determined by the Board. These options were valued in the same manner as the time-based options. However, the Company only recognizes stock-based compensation expense to the extent that the targets are determined to be probable of being achieved, which triggers the vesting of the performance options. The Company recognized $ 454,000 and $ 338,000 of stock-based compensation expense for the three months ended September 30, 2024 and 2023 , respectively, for performance-based stock options. |