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STOCK BASED COMPENSATION
12 Months Ended
Aug. 31, 2019
STOCK BASED COMPENSATION [Abstract]  
STOCK BASED COMPENSATION

NOTE 8 – STOCK BASED COMPENSATION



Stock Based Compensation  The Company utilizes three types of equity awards: restricted stock awards (“RSAs”), restricted stock units (“RSUs”) and performance based restricted stock units (“PSUs”). See Note 2 – Summary of Significant Accounting Policies. 



The Company adopted the 2013 Equity Incentive Award Plan (the "2013 Plan") for the benefit of its eligible employees, consultants and non-employee directors on January 22, 2013. The 2013 Plan provides for awards covering up to (1) 600,000 shares of common stock plus (2) the number of shares that remained available for issuance as of January 22, 2013 under three equity participation plans previously maintained by the Company. The number of shares reserved for issuance under the 2013 Plan increases during the term of the plan by the number of shares relating to awards outstanding under the 2013 Plan or any of the prior plans that expire, or are forfeited, terminated, canceled or repurchased, or are settled in cash in lieu of shares. However, in no event will more than an aggregate of 827,250 shares of the Company’s common stock be issued under the 2013 Plan. The following table summarizes the shares authorized and shares available for future grants:







 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



 

 

 

Shares available to grant



 

Shares authorized for issuance as of August 31, 2019

 

August 31,

 

August 31,



 

(including shares originally authorized for issuance under prior plans)

 

2019

 

2018

2013 Plan

 

827,250 

 

 

464,424 

 

 

566,324 



The following table summarizes the components of the stock-based compensation expense for the twelve-month periods ended August 31, 2019,  2018 and 2017 (in thousands), which are included in general and administrative expense and warehouse club and other operations in the consolidated statements of income:







 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

Years Ended August 31,



 

2019

 

2018

 

2017

Options granted to directors

 

$

 —

 

$

 —

 

$

18 

Restricted stock awards

 

 

11,477 

 

 

7,476 

 

 

7,301 

Restricted stock units

 

 

2,820 

 

 

2,742 

 

 

2,370 

Performance based restricted stock units

 

 

764 

 

 

 —

 

 

 —

Stock-based compensation expense

 

$

15,061 

 

$

10,218 

 

$

9,689 



In October 2018, the Company’s then Chief Executive Officer (“former C.E.O.”), resigned by mutual agreement with the Board of Directors. In connection with his departure, the Company recorded among other things approximately $3.3 million of non-cash charges related to the acceleration of certain equity restricted stock awards.



The following tables summarize other information related to stock-based compensation: 







 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 



 

Balance as of



 

August 31,

 

 

August 31,

 

August 31,



 

2019

 

 

2018

 

2017

Remaining unrecognized compensation cost (in thousands)

 

$

21,116 

 

 

$

29,473 

 

$

26,382 

Weighted average period of time over which this cost will be recognized (years)

 

 

 

 

 

 

 







 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 



 

Years Ended



 

August 31,

 

 

August 31,

 

August 31,



 

2019

 

 

2018

 

2017

Excess tax benefit (deficiency) on stock-based compensation (in thousands)

 

$

(1,829)

 

 

$

530 

(1)

 $

165 



(1)

Beginning in the first quarter of fiscal year 2018, the Company began recording the tax savings resulting from tax deductions in excess of expense for stock-based compensation and the tax deficiencies resulting from stock-based compensation in excess of the related tax deduction as income tax expense or benefit, based on the adoption of ASU 2016-09.



The restricted stock awards and units vest from a one-year to ten-year period and the unvested portion of the award is forfeited if the employee or non-employee director leaves the Company before the vesting period is completed. Restricted stock awards, restricted stock units, and performance based restricted stock units activity for the twelve-months ended August 31, 2019,  2018 and 2017 was as follows:







 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

Years Ended



 

August 31,

 

August 31,

 

August 31,



 

2019

 

2018

 

2017

Grants outstanding at beginning of period

 

 

385,417 

 

 

404,368 

 

 

509,880 

Granted

 

 

193,489 

 

 

132,031 

 

 

56,724 

Forfeited

 

 

(16,127)

 

 

(23,119)

 

 

(40,023)

Vested

 

 

(199,953)

 

 

(127,863)

 

 

(122,213)

Grants outstanding at end of period

 

 

362,826 

 

 

385,417 

 

 

404,368 



The following table summarizes the weighted average per share grant date fair value for restricted stock awards, restricted stock units, and performance based restricted stock units for fiscal years 2019,  2018 and 2017:







 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

Years Ended



 

August 31,

 

August 31,

 

August 31,

Weighted Average Grant Date Fair Value

 

2019

 

2018

 

2017

RSAs, RSUs, and PSUs granted

 

$

65.11 

 

$

84.83 

 

$

87.43 

RSAs, RSUs, and PSUs vested

 

$

79.28 

 

$

79.36 

 

$

77.85 

RSAs, RSUs, and PSUs forfeited

 

$

75.02 

 

$

73.27 

 

$

77.19 



The following table summarizes the total fair market value of restricted stock awards, restricted stock units, and performance based restricted stock units vested for the period (in thousands):

 



 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

Years Ended



 

August 31,

 

August 31,

 

August 31,



 

2019

 

2018

 

2017

Total fair market value of RSAs, RSUs, and PSUs vested (in thousands)

 

$

12,302 

 

$

10,886 

 

$

10,135 



At the vesting dates for restricted stock awards to employees, the Company repurchases a portion of the shares that have vested at the prior day's closing price per share, with the funds used to pay the employees' minimum statutory tax withholding requirements related to the vesting of restricted stock awards.  The Company expects to continue this practice going forward. The Company does not have a stock repurchase program.



Shares of common stock repurchased by the Company are recorded at cost as treasury stock and result in the reduction of stockholders’ equity in the Company’s consolidated balance sheets.  The Company may reissue these treasury shares.



The following table summarizes the shares repurchased during fiscal years 2019, 2018 and 2017:







 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

Years Ended



 

August 31,

 

August 31,

 

August 31,



 

2019

 

2018

 

2017

Shares repurchased

 

 

75,462 

 

 

37,414 

 

 

38,634 

Cost of repurchase of shares (in thousands)

 

$

4,604 

 

$

3,183 

 

$

3,193 



The Company reissues treasury shares as part of its stock-based compensation programs.  The following table summarizes the treasury shares reissued during the period:







 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 



 

Years Ended



 

August 31,

 

August 31,

 

August 31,



 

2019

 

2018

 

2017

Reissued treasury shares

 

 

63,130 

 

 

 —

 

 

 —



Due to the shift from the use of stock options to restricted stock awards and units, the Company no longer has any outstanding stock options, no further disclosure on options is necessary.