SHAREHOLDERS’ EQUITY

9 Months Ended

May 31, 2021

Equity [Abstract]

SHAREHOLDERS’ EQUITY

NOTE 8: SHAREHOLDERS’ EQUITY

Dividends

Our Board of Directors declared cash dividends during fiscal years 2021 and 2020. The details of the dividends paid are in the following tables: 

(in thousands, except dividend per share amounts)		Fiscal Year 2021
Record Date	Distribution Date		Number of Shares Outstanding on Record Date		Dividend per Share		Total Amount
10/26/2020	11/02/2020			19,924	$	0.06	$	1,195
1/25/2021	2/01/2021			20,010	$	0.06		1,201
4/26/2021	5/03/2021			20,115	$	0.06		1,207
Total							$	3,603

(in thousands, except dividend per share amounts)		Fiscal Year 2020
Record Date	Distribution Date		Number of Shares Outstanding on Record Date		Dividend per Share		Total Amount
10/25/2019	11/01/2019			17,606	$	0.06	$	1,056
1/27/2020	2/03/2020			17,646	$	0.06		1,059
4/24/2020	5/01/2020			17,769	$	0.06		1,066
7/27/2020	8/03/2020			17,820	$	0.06		1,069
Total							$	4,250

Stock Option Plans

On February 23, 2007, the Board of Directors adopted, and the shareholders approved the 2007 Stock Option Plan under which a total of 1.0 million shares of common stock were reserved for issuance. On February 25, 2014 the shareholders approved an additional 1.0 million shares increasing the total number of shares available to be granted under the 2007 Stock Option Plan to 2.0 million. This plan terminated in February 2017 by its term.

On December 23, 2016 the Board of Directors adopted, and on February 23, 2017 the shareholders approved, the 2017 Equity Incentive Plan (the “2017 Plan”) under which a total of 1.0 million shares of common stock were reserved for issuance. The 2017 Plan has been replaced by the Company’s new 2021 Plan (defined below). As a result, no further grants of awards may be made under the 2017 Plan and any awards that are cancelled or expire under the 2017 Plan will not be reissued, except that outstanding awards granted prior to the adoption of the new 2021 Plan will continue to be governed by the 2017 Plan.

Effective April 9, 2021, the Board of Directors approved, subject to shareholder approval, the adoption of a new 2021 Equity Incentive Plan (the “2021 Plan”) under which 1.3 million shares are reserved for issuance. The 2021 Plan, which was submitted for shareholder approval at our 2021 Special Meeting of Shareholders held on June 23, 2021, was approved by the shareholders. As a result, the 2021 Plan became effective as of April 9, 2021, and the Company may issue equity awards to permitted recipients thereunder.

As of May 31, 2021, employees and directors hold Qualified Incentive Stock Options (“ISOs”) and Non-Qualified Stock Options (“NQSOs) to purchase 1.2 million shares of common stock at exercise prices ranging from $6.85 to $66.14.

The following table summarizes information about stock options: 

(in thousands, except per share and weighted-average amounts) Transactions during the nine months ended May 31, 2021	Number of Options			Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Life
Outstanding, August 31, 2020		1,224		$	17.76		6.79
Granted		209		$	57.95
Exercised		(197	)	$	12.65
Cancelled/Forfeited		(53	)	$	25.99
Outstanding, May 31, 2021		1,183		$	25.34		6.68
Exercisable, May 31, 2021		600		$	11.83		5.04

The weighted-average remaining contractual life of options outstanding issued under the Plan, both ISOs and NQSOs, was 6.68 years at May 31, 2021. The total fair value of nonvested stock options as of May 31, 2021, was $9.4 million and is amortizable over a weighted average period of 3.55 years.

The fair value of these options was estimated at the date of grant using the Black-Scholes option-pricing model. The Black-Scholes option-valuation model was developed for use in estimating the fair value of traded options, which do not have vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions, including the expected stock price volatility.

The following table summarizes the fair value of the options, including both ISOs and NQSOs, granted during the nine months ended May 31, 2021 and fiscal year 2020: 

(in thousands except pricing)	Nine months ended May 31, 2021		Fiscal Year 2020
Estimated fair value of awards granted	$	4,739	$	2,997
Unvested forfeiture rate		0%		0%
Weighted average grant price	$	57.95	$	39.23
Weighted average market price	$	57.95	$	39.23
Weighted average volatility		40.49%		33.56%
Weighted average risk-free rate		0.61%		1.39%
Weighted average dividend yield		0.41%		0.65%
Weighted average expected life		6.64 years		6.67 years

The exercise prices for the options outstanding at May 31, 2021, ranged from $6.85 to $66.14, and the information relating to these options is as follows: 

(in thousands except prices)
Exercise Price				Awards Outstanding						Awards Exercisable
Low		High		Quantity		Weighted Average Remaining Contractual Life		Weighted Average Exercise Price		Quantity		Weighted Average Remaining Contractual Life		Weighted Average Exercise Price
$	6.85	$	8.28		148		3.25 years	$	6.85		148		3.25 years	$	6.85
$	8.29	$	10.03		185		4.77 years	$	9.72		185		4.77 years	$	9.72
$	10.04	$	18.76		231		5.61 years	$	10.35		171		5.56 years	$	10.41
$	18.77	$	34.53		323		7.73 years	$	26.25		84		7.26 years	$	24.73
$	34.54	$	66.14		296		9.28 years	$	55.11		12		8.41 years	$	36.65
					1,183		6.68 years	$	25.34		600		5.04 years	$	11.83

During the three and nine months ended May 31, 2021, we issued 1,385 and 3,765 shares of stock valued at $87 thousand and $257 thousand to our non-management directors as compensation for board-related duties.

In August 2020, we closed an underwritten public offering of approximately 2.1 million shares of our common stock to the public at $55.00 per share, which included the full exercise of the underwriters’ option to purchase approximately 273 thousand additional shares of common stock. The aggregate gross proceeds from this offering were approximately $115 million before deducting underwriting discounts and commissions. Net proceeds were approximately $107.7 million. The offering was made pursuant to our automatic shelf registration statement on Form S-3 filed with the SEC on July 9, 2020.

The balance of par value common stock and additional paid in capital as of May 31, 2021, was $10 thousand and $132.0 million, respectively.