Stock-Based Compensation and Stock Options | Note B — 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 December 31, 2016, options exercisable for up to 19,365,000 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 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 and the remaining 75% vesting ratably each month for the next 36 months. The options granted to employees and the Company’s Board of Directors expire at the end of five years and ten years from date of grant, respectively. All options granted in the nine months ended December 31, 2015 and 2016 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, the expected forfeiture rate and the expected option life. 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. Based upon the historical experience of options cancellations, the Company has estimated an annualized forfeiture rate of 12.02% and 11.30% for the three months ended December 31, 2015 and 2016, respectively. Forfeiture rates will be adjusted over the requisite service period when actual forfeitures differ, or are expected to differ, from the estimate. The following assumptions were used to estimate the fair value of options granted during the three months ended December 31, 2015 and 2016 using the Black-Scholes option-pricing model: Three Months Ended December 31, 2015 2016 Risk-free interest rate 1.65% 1.26% Expected volatility 43% 42% Expected dividend yield 0.00% 0.00% Expected forfeiture rate 12.02% 11.30% Expected weighted average life of option in years 4.5 years 4.5 years For the three months ended December 31, 2015 and 2016, the Company recorded share-based compensation expense of $498,000 and $609,000, respectively. For the nine months ended December 31, 2015 and 2016, the Company recorded share-based compensation expense of $1,602,000 and $1,736,000, respectively. The table below shows the amounts recognized in the unaudited consolidated financial statements for stock compensation expense for time-based options and performance-based options during the three and nine months ended December 31, 2015 and 2016, respectively. Note B — Stock-Based Compensation and Stock Options (continued) Three Months Ended December 31, 2015 December 31, 2016 Cost of revenues $ 321,000 $ 391,000 General and administrative 177,000 218,000 Total cost of stock-based compensation included in income before income tax provision 498,000 609,000 Amount of income tax benefit recognized (188,000 ) (234,000 ) Amount charged against net income $ 310,000 $ 375,000 Effect on basic earnings per share $ (0.02 ) $ (0.02 ) Effect on diluted earnings per share $ (0.02 ) $ (0.02 ) Nine Months Ended December 31, 2015 December 31, 2016 Cost of revenues $ 954,000 $ 1,123,000 General and administrative 648,000 613,000 Total cost of stock-based compensation included in income before income tax provision 1,602,000 1,736,000 Amount of income tax benefit recognized (603,000 ) (667,000 ) Amount charged against net income $ 999,000 $ 1,069,000 Effect on basic earnings per share $ (0.05 ) $ (0.05 ) Effect on diluted earnings per share $ (0.05 ) $ (0.05 ) The following table summarizes information for all stock options for the three and nine months ended December 31, 2015 and 2016: Three Months Ended December 31, 2015 Three Months Ended December 31, 2016 Shares Weighted Average Exercise Price Shares Weighted Average Exercise Price Options outstanding, beginning 1,135,586 $ 28.81 1,102,919 $ 32.17 Options granted 155,275 34.78 143,750 32.10 Options exercised (44,077 ) 23.75 (4,256 ) 25.86 Options cancelled/forfeited (15,986 ) 34.64 (3,550 ) 37.17 Options outstanding, ending 1,230,798 $ 29.67 1,238,863 $ 32.17 Nine Months Ended December 31, 2015 Nine Months Ended December 31, 2016 Shares Weighted Average Exercise Price Shares Weighted Average Exercise Price Options outstanding, beginning 1,163,179 $ 27.65 1,115,465 $ 29.67 Options granted 242,275 34.44 234,250 36.90 Options exercised (139,718 ) 19.64 (95,472 ) 22.05 Options cancelled/forfeited (34,938 ) 35.63 (15,380 ) 36.55 Options outstanding, ending 1,230,798 $ 29.67 1,238,863 $ 32.17 Note B — Stock-Based Compensation and Stock Options (continued) The following table summarizes the status of stock options outstanding and exercisable at December 31, 2016: Range of Exercise Price Number of Outstanding Options Weighted Average Remaining Contractual Life Outstanding Options – Weighted Average Exercise Price Exercisable Options – Number of Exercisable Options Exercisable Options – Weighted Average Exercise Price $12.71 to $23.10 334,036 2.26 $ 20.45 315,888 $ 20.30 $23.11 to $34.77 329,711 3.61 $ 31.39 122,518 $ 29.33 $34.78 to $40.24 321,779 3.15 $ 35.90 46,335 $ 37.23 $40.25 to $46.20 253,337 3.90 $ 43.91 83,317 $ 43.92 Total 1,238,863 3.19 $ 32.17 568,058 $ 27.09 The following table summarizes the status of all outstanding options at December 31, 2016, and changes during the three months then ended: Number of Options Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value as of December 31, 2016 Options outstanding at October 1, 2016 1,102,919 $ 32.17 Granted 143,750 32.10 Exercised (4,256 ) 25.86 Cancelled – forfeited (1,806 ) 40.72 Cancelled – expired (1,744 ) 33.49 Ending outstanding 1,238,863 $ 32.17 3.19 $ 7,560,784 Ending vested and expected to vest 1,079,830 $ 31.71 3.04 $ 7,167,890 Ending exercisable at December 31, 2016 568,058 $ 27.09 2.32 $ 6,078,397 The weighted-average grant-date fair value of options granted during the three months ended December 31, 2015 and 2016, was $13.68 and $11.99, respectively. Included in the above-noted stock option grants and stock compensation expense are performance-based stock options which vest only upon the Company’s achievement of certain earnings per share targets on a calendar year basis, as determined by the Company’s Board of Directors. These options were valued in the same manner as the time-based options. However, the Company only recognizes stock 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 ($35,000) and $0 of stock compensation expense for the three months ended December 31, 2015 and 2016, respectively, for performance-based stock options. The Company recognized ($20,000) and ($47,000) of stock compensation expense for the nine months ended December 31, 2015 and 2016, respectively, for performance-based stock options. |