Shareholders' Equity | 8. Shareholders’ Equity Dividends In 2016, we paid a quarterly dividend of $0.075 per common share on April 15, 2016, July 15, 2016, October 14, 2016, and January 13, 2017. In 2015, we paid a special cash dividend of $5.00 per common share on February 27, 2015 and four quarterly dividends of $0.075 per common share on April 17, 2015, July 17, 2015, October 16, 2015, and January 15, 2016. In 2014, we paid a quarterly dividend of $0.05 per common share on April 18, 2014 and a quarterly dividend of $0.075 per common share on July 18, 2014, October 17, 2014 and January 16, 2015. Stock Repurchase Plan During 2016, 2015 and 2014 we repurchased 224,344 shares, 262,219 shares and 320,081 shares, respectively, of our common stock in the open market at a total cost of $1.7 million, $3.6 million and $4.1 million, respectively. Stock repurchases on the open market, under a Board of Directors authorized plan, for taxes due on the vesting of employee stock awards during 2016, 2015 and 2014 included 224,344 shares, 262,219 shares and 216,729 shares, respectively. As of January 28, 2017, there are 496,530 shares which can be repurchased pursuant to the Board of Directors’ current authorization. Employee Stock Purchase Plan We have an Employee Stock Purchase Plan (the “Stock Purchase Plan”) whereby all employees who complete six months of employment and who work on a full-time basis or are regularly scheduled to work more than 20 hours per week are eligible to participate in the Stock Purchase Plan. Participants in the Stock Purchase Plan may purchase shares of the Company’s common stock at 85% of the lower of the fair market value of the Company’s stock determined at either the beginning or the end of each semi-annual option period. Shares eligible under the Stock Purchase Plan, which is effective for the years 1997 through 2020, are limited to 2.9 million shares in the aggregate, with no more than 200,000 shares being made available in each calendar year, excluding carryover from previous years. In 2016, 2015 and 2014, the participants acquired 145,136 shares, 111,806 shares and 64,839 shares of common stock at weighted-average per share prices of $5.13, $6.87 and $11.72, respectively. The fair value of Stock Purchase Plan shares was estimated using the Black-Scholes call option value method with the following weighted-average assumptions for 2016: expected volatility of 44.75%, expected dividend yield of 4.18%, a risk-free interest rate of 0.43%, a present-value discount factor of 1.0% and an expected term of six months. Share-based compensation expense for the Stock Purchase Plan was $0.3 million, $0.3 million and $0.2 million in 2016, 2015 and 2014, respectively. We had 244,014 shares authorized and available for grant under the Stock Purchase Plan at January 28, 2017. Omnibus Plan Our Omnibus Plan provides that shares of common stock may be granted to certain Key Employees, Non-Employee non-qualified re-issuance. The following table presents the number of awards authorized and available for grant under the Omnibus Plan at January 28, 2017 (shares in thousands): Shares Total awards authorized 12,500 Awards available for grant 1,941 Stock Options In accordance with the Omnibus Plan, the exercise price of an option cannot be less than the fair value on the grant date. In general, for awards granted prior to 2014, one-third A summary of stock option information for the year ended January 28, 2017 is as follows (shares in thousands): Number of Weighted- Weighted-Average Aggregate Outstanding at January 30, 2016 1,074 $ 5.48 Granted 2,012 7.35 Exercised (276 ) 4.88 Cancelled or forfeited (918 ) 7.37 Outstanding at January 28, 2017 1,892 $ 6.64 7.4 years $ - Exercisable stock options at January 28, 2017 714 $ 5.32 5.0 years $ - The aggregate intrinsic value in the table above represents the excess of our closing stock price on January 27, 2017, the last business day of our 2016 fiscal year, ($3.65 per share) over the exercise price, multiplied by the applicable number of in-the-money in-the-money As of January 28, 2017, there was $2.3 million of unrecognized compensation cost related to stock options which is expected to be recognized over a weighted-average period of 1.7 years using the mid-point The fair value of each stock option granted during 2016, 2015 and 2014 was estimated at the date of grant using the Black-Scholes options pricing model with the following weighted-average assumptions: 2016 2015 2014 Expected term 5.6 years 4.9 years 4.4-5.3 years Risk-free interest rate 1.6% 1.3% 1.5% to 1.8% Volatility 40.3% 38.5% 43.6%-52.9% Dividend yield 4.0% 3.1% 2.2%-2.5% The expected volatility is based on the historical volatility of our stock price over assumed expected terms. The risk-free interest rate is estimated from yields of U.S. Treasury instruments of varying maturities with terms consistent with the expected terms of the options. The expected term of an option is calculated from a lattice model using historical employee exercise data. In February 2015, as a result of paying a special cash dividend, all outstanding stock options were modified to decrease the exercise price and increase the number of options in order to maintain the original grant fair value. No incremental stock compensation expense resulted from the modification. Restricted Stock and Performance Share Awards We have issued restricted stock and performance share awards to eligible Key Employees, Non-Employee The following table summarizes non-vested Restricted Stock Awards Performance Share Awards Shares Weighted- Shares Weighted- Non-vested 697 $ 11.36 592 $ 12.58 Granted 633 6.85 568 8.28 Vested (299 ) 11.17 (146 ) 11.09 Cancelled or forfeited (129 ) 9.56 (115 ) 10.44 Non-vested 902 $ 8.51 899 $ 10.39 Total unrecognized compensation cost $ 4,676 $ 4,245 Weighted-average expected life remaining 1.1 years 0.9 years The total fair value of restricted stock vested was $3.3 million, $3.0 million and $2.9 million during 2016, 2015, and 2014, respectively. The total fair value of performance awards vested was $1.6 million, $4.8 million and $8.6 during 2016, 2015, and 2014, respectively. In February 2015, as a result of paying a special cash dividend, all outstanding performance share awards were modified to increase the number of shares in order to maintain the original grant fair value. No incremental stock compensation expense resulted from the modification. The restricted stock awards were not modified because they participated in the special cash dividend. Share-Based Compensation Expense For the years ended January 28, 2017, January 30, 2016 and January 31, 2015, share-based compensation expense was recorded as follows: 2016 2015 2014 Cost of merchandise sold $ 2,551 $ 2,118 $ 2,765 Selling, general and administrative expenses 5,372 4,398 4,831 Total share-based compensation expense $ 7,923 $ 6,516 $ 7,596 The total tax benefit recognized in the Consolidated Statements of Income related to share-based compensation expense was $3.0 million, $2.5 million and $2.9 million for 2016, 2015 and 2014, respectively. |