Stock-Based Compensation And Incentive Performance Plans | STOCK-BASED COMPENSATION AND INCENTIVE PERFORMANCE PLANS The Company has two stockholder-approved plans, the Amended and Restated 2002 Long-Term Incentive and Stock Award Plan and the 2000 Directors Stock Plan, under which the Company’s officers, senior management, other key employees, consultants and directors may be granted options to purchase the Company’s common stock or other forms of equity-based awards. The Company also grants shares under its 2019 Equity Inducement Award Program to induce selected individuals to become employees of the Company. Compensation cost and related income tax benefits recognized in the Consolidated Statements of Operations for stock-based compensation plans were as follows: Three Months Ended March 31, Nine Months Ended March 31, 2019 2018 2019 2018 Selling, general and administrative expense $ 3,937 $ 2,936 $ 5,502 $ 10,258 Chief Executive Officer Succession Plan expense, net — — 429 — Discontinued operations 6 — 58 — Total compensation cost recognized for stock-based compensation plans $ 3,943 $ 2,936 $ 5,989 $ 10,258 Related income tax benefit $ 470 $ 971 $ 765 $ 3,391 In the nine months ended March 31, 2019 , the Company recorded a benefit of $1,867 related to the reversal of expense associated with the TSR Grant under the 2017-2019 LTIP, as defined and discussed further below. Restricted Stock A summary of the restricted stock and restricted share unit activity for the nine months ended March 31, 2019 is as follows: Number of Shares and Units Weighted Average Grant Date Fair Value (per share) Non-vested restricted stock, restricted share units, and performance units at June 30, 2018 1,057 $ 22.29 Granted 3,470 $ 7.13 Vested (291 ) $ 26.50 Forfeited (333 ) $ 17.68 Non-vested restricted stock, restricted share units, and performance units at March 31, 2019 3,903 $ 8.89 Nine Months Ended March 31, 2019 2018 Fair value of restricted stock and restricted share units granted $ 24,734 $ 14,595 Fair value of shares vested $ 7,725 $ 14,622 Tax benefit recognized from restricted shares vesting $ 3,331 $ 4,970 At March 31, 2019 , $24,083 of unrecognized stock-based compensation expense, net of estimated forfeitures, related to non-vested restricted stock awards was expected to be recognized over a weighted average period of approximately 2.3 years . Stock Options A summary of the stock option activity for the nine months ended March 31, 2019 is as follows: Number of Options Weighted Average Exercise Price Weighted Average Contractual Life (years) Aggregate Intrinsic Value Options outstanding and exercisable at June 30, 2018 122 $ 2.26 Exercised — — Options outstanding and exercisable at March 31, 2019 122 $ 2.26 12.3 $ 2,544 At March 31, 2019 , there was no unrecognized compensation expense related to stock option awards. Long-Term Incentive Plan The Company maintains a long-term incentive program (the “LTI Plan”). The LTI Plan currently consists of four performance-based long-term incentive plans (the “2016-2018 LTIP”, “2017-2019 LTIP”, “2018-2020 LTIP” and “2019-2021 LTIP”) that provide for performance equity awards that can be earned over defined performance periods. Participants in the LTI Plan include certain of the Company’s executive officers and other key executives. The Compensation Committee administers the LTI Plan and is responsible for, among other items, selecting the specific performance measures for awards and setting the target performance required to receive an award after the completion of the performance period. The Compensation Committee determines the specific payout to the participants. Any such stock-based awards shall be issued pursuant to and be subject to the terms and conditions of the Amended and Restated 2002 Long-Term Incentive and Stock Award Plan, as in effect and as amended from time-to-time, and the 2019 Equity Inducement Award Program, as applicable. 2019-2021 LTIP Grants Made Pursuant to the Amended and Restated 2002 Long-Term Incentive and Stock Award Plan On January 24, 2019, upon adoption of the 2019-2021 LTIP, the Compensation Committee granted 912 performance share units (“PSUs”), the achievement of which is dependent upon a defined calculation of relative total shareholder return (“TSR”) over the period from November 6, 2018 to November 6, 2021. The PSUs granted represent 100% of the targeted award, and will vest pursuant to the achievement of pre-established three -year compound annual TSR levels that are aligned with the CEO Inducement Grant. The number of shares actually issued will range from zero to 300% of the shares granted. No PSUs will vest if the three -year compound annual TSR is below 15% . Of the 912 PSUs issued, 451 are subject to a holding period of one year after the vesting date. As such, an illiquidity discount was applied to the grant date fair value for those shares subject to the one year holding period. The total grant date fair value with and without the illiquidity discount was estimated to be $5.99 and $5.26 per share, respectively. The total grant date fair value of this award was $5,132 . Total compensation cost related to this PSU award was $432 in the three and nine months ended March 31, 2019 . The Company also issued 156 three -year time-based restricted share units under the 2019-2021 LTIP. Grants Made Pursuant to the 2019 Equity Inducement Award Program The primary purpose of the 2019 Equity Inducement Award Program is to further the long term stability and success of the Company by providing a program to reward selected individuals newly hired as employees of the Company with grants of inducement awards. Shares issued under this program are granted outside of the Amended and Restated 2002 Long-Term Incentive and Stock Award Plan. In the three months ended March 31, 2019, the Compensation Committee granted 926 PSUs to selected individuals hired as employees of the Company, the achievement of which is dependent upon a defined calculation of relative TSR over the period from November 6, 2018 to November 6, 2021. The PSUs granted represent 300% of the targeted award and will vest pursuant to the achievement of pre-established three -year compound annual TSR levels, which are aligned with the CEO Inducement Grant. The number of PSUs expected to be earned, based upon the achievement of the TSR market condition, is factored into the grant date Monte Carlo valuation. Compensation expense is recognized on a straight-line basis over the service period, regardless of the eventual number of PSUs that are earned based upon the market condition, provided that each grantee remains an employee at the end of the performance period. Compensation expense is reversed if at any time during the service period a grantee is no longer an employee. These PSUs are subject to a holding period of one year after the vesting date. As such, an illiquidity discount was applied to the grant date fair value. Grant Date Shares Issued Fair Value Per Share Grant Date Fair Value February 19, 2019 739 $ 1.79 $ 1,324 March 29, 2019 187 $ 3.01 563 Total 926 $ 1,887 The total number of shares actually issued will range from zero to 926 . No PSUs will vest if the three -year compound annual TSR is below 15% . 2018-2020 LTIP Upon adoption of the 2018-2020 LTIP, the Compensation Committee granted 45 PSUs, the achievement of which is dependent upon a defined calculation of relative TSR over the period from January 24, 2019 to June 30, 2020. The total grant date fair value of this award was estimated to be $18.32 per share, or $819 . 2016-2018 and 2017-2019 LTIP Upon adoption of the 2016-2018 LTIP and 2017-2019 LTIP, the Compensation Committee granted PSUs to each participant, the achievement of which is dependent upon a defined calculation of relative TSR over the period from July 1, 2015 to June 30, 2018 and from July 1, 2017 to June 30, 2019 (the “TSR Grant”), respectively. The grant date fair value for these awards was separately estimated based on a Monte Carlo simulation that calculated the likelihood of goal attainment. Each performance unit translates into one unit of common stock. The TSR Grant represents half of each participant’s target award. The other half of the 2016-2018 LTIP and 2017-2019 LTIP is based on the Company’s achievement of specified net sales growth targets over the respective three -year period. If the targets are achieved, the award in connection with the 2017-2019 LTIP may be paid only in unrestricted shares of the Company’s common stock. During the three months ended September 30, 2018, in connection with the 2016-2018 LTIP, for the three -year performance period of July 1, 2015 through June 30, 2018, the Compensation Committee determined that the adjusted operating income goal required to be met for Section 162(m) funding was not achieved and determined that no awards would be paid or vested pursuant to the 2016-2018 LTIP. Accordingly, the 223 unvested performance stock unit awards previously granted in connection with the relative TSR portion of the award were forfeited, and amounts accrued relating to the net sales portion of the award were reversed. As such, in the three months ended September 30, 2018, the Company recorded a benefit of $6,482 associated with the reversal of previously accrued amounts under the net sales portion of the 2016-2018 LTIP, of which $5,065 was recorded in Chief Executive Officer Succession Plan expense, net on the Consolidated Statement of Operations. In connection with the 2017-2019 LTIP, in the three months ended September 30, 2018, the Company determined that the achievement of the adjusted operating income goal required to be met for Section 162(m) funding was not probable. Accordingly, during the three months ended September 30, 2018, the Company recorded benefits of $1,129 and $1,867 associated with the reversal of previously accrued amounts under the portions of the 2017-2019 LTIP that were dependent on the achievement of pre-determined performance measures of net sales and relative TSR, respectively. Other Grants In the nine months ended March 31, 2019 , the Company granted 201 time-based restricted share units to certain key employees and members of the Company’s Board of Directors that vest primarily over three years. Additionally, the Company issued 101 PSUs to certain key executives vesting over a period of one to two years based upon the achievement of certain market and/or performance based metrics being met. CEO Inducement Grant On November 6, 2018, Mr. Schiller received an award of 1,050 PSUs intended to represent the total three -year long-term incentive opportunity that would have been made in fiscal years 2019 – 2021. The PSUs will vest pursuant to the achievement of pre-established three -year compound annual TSR levels. The number of shares actually issued will range from zero to 1,050 . No PSUs will vest if the three -year compound annual TSR is below 15% . This award was granted outside of Amended and Restated 2002 Long-Term Incentive and Stock Award Plan and the 2019 Equity Inducement Award Program. The number of PSUs expected to be earned, based upon the achievement of the TSR market condition, is factored into the grant date Monte Carlo valuation. Compensation expense is recognized on a straight-line basis over the three -year service period, regardless of the eventual number of PSUs that are earned based upon the market condition, provided Mr. Schiller remains an employee at the end of the three -year period. Compensation expense is reversed if at any time during the three -year service period Mr. Schiller is no longer an employee, subject to certain termination and change in control eligibility provisions. These PSUs are subject to a holding period of one year after the vesting date. As such, an illiquidity discount was applied to the grant date fair value. The total grant date fair value of the award was estimated to be $7,571 , or $7.21 per share. Total compensation cost related to this award recognized in the three and nine months ended March 31, 2019 was $621 and $1,008 , respectively. The Company also issued 79 three -year time-based restricted share units to Mr. Schiller. |