Stockholders' Equity

6 Months Ended

Mar. 31, 2023

Equity [Abstract]

Shareholders' Equity and Share-based Payments [Text Block]

7. STOCKHOLDERS’ EQUITY

Equity Incentive Plan

The Company’s 2006 Equity Incentive Plan, as amended and restated (the “Equity Incentive Plan”), provides for grants of stock options as well as grants of stock, including restricted stock. Approximately 3.0 million shares of common stock are authorized for issuance under the Equity Incentive Plan, of which approximately 608,610 shares were available for issuance at March 31, 2023.

Stock Repurchase Program

In 2015, our Board authorized a stock repurchase program for the purchase from time to time of up to 1.5 million shares of the Company’s common stock, and in 2019 authorized the repurchase from time to time of up to an additional 1.0 million shares under the program. In December 2022, our Board terminated the remaining authorization under this program, and approved a new $40,000 share repurchase program. Share purchases are made for cash in open market transactions at prevailing market prices or in privately negotiated transactions or otherwise. The timing and amount of purchases under the program are determined based upon prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. All or part of the repurchases may be implemented under a Rule 10b5-1 trading plan, which allows repurchases under predetermined terms at times when the Company might otherwise be prevented from purchasing under insider trading laws or because of self-imposed blackout periods. The program does not require the Company to purchase any specific number of shares and may be modified, suspended, reinstated, or terminated at any time at the Company’s discretion and without notice. We repurchased 4,048 and 223,779 shares, respectively, of our common stock during the three and six months ended March 31, 2023 in open market transactions at an average price of $34.97 and $31.05, respectively, per share. During the three and six months ended March 31, 2022, we repurchased 2,587 and 59,002 shares, respectively, of our common stock in open market transactions at an average price of $49.00 and $46.81, respectively, per share.

Treasury Stock

During the six months ended March 31, 2023, we issued 71,013 shares of common stock from treasury stock to employees and repurchased 19,347 shares of common stock from our employees to satisfy statutory tax withholding requirements upon the vesting of certain performance phantom stock units under the Equity Incentive Plan. In addition, 266 restricted shares were forfeited and returned to treasury stock. During the six months ended March 31, 2023, we issued 2,000 unrestricted shares to satisfy the exercise of outstanding options.

During the six months ended March 31, 2022, we issued 73,627 shares of common stock from treasury stock to employees and repurchased 45,198 shares of common stock from our employees to satisfy statutory tax withholding requirements upon the vesting of certain performance phantom stock units under the Equity Incentive Plan. In addition, we issued 83,540 shares from treasury stock to satisfy the vesting of Director PSUs (as defined below) in conjunction with the departure of a Board member.

Restricted Stock

We granted no restricted shares to executives during the six months ended March 31, 2023. Of the awards previously granted, 13,373 shares vested and 266 shares were forfeited. We did not recognize any compensation expense related to restricted stock awards during the three months ended March 31, 2023, and during the three months ended March 31, 2022 we recognized $36 in compensation expense related to restricted stock awards. During the six months ended March 31, 2023 and 2022, we recognized $25 and $71, respectively, in compensation expense related to restricted stock awards. At March 31, 2023, we had no remaining unvested restricted shares or unamortized compensation cost related to outstanding unvested restricted stock.

Director Phantom Stock Units

Director phantom stock units (“Director PSUs”) are granted to the members of the Board of Directors as part of their overall compensation. The Director PSUs are contractual rights to receive one share of the Company's common stock and are paid via unrestricted stock grants to each director upon their departure from the Board of Directors, or upon a change in control. We record compensation expense for the full value of the grant on the date of grant. We recognized compensation expense related to these grants of $94 and $96 during the three months ended March 31, 2023 and 2022, respectively, and $190 and $193 during the six months ended March 31, 2023 and 2022, respectively.

Employee Phantom Stock Units

An employee phantom stock unit (an “Employee PSU”) is a contractual right to receive one share of the Company’s common stock. Depending on the terms of each grant, Employee PSUs may vest upon the achievement of certain specified performance objectives and continued performance of services, or may vest based on continued performance of services through the vesting date.

As of March 31, 2023, the Company had outstanding Employee PSUs, which, subject to the achievement of certain performance metrics, could result in the issuance of 362,802 shares of common stock. During the six months ended March 31, 2023, we granted 130,739 Employee PSUs, 12,885 were forfeited, and 71,013 vested. During the three months ended March 31, 2023 and 2022, we recognized $958 and $864, respectively, in compensation expense related to Employee PSU grants. During the six months ended March 31, 2023 and 2022, we recognized $1,740 and $1,632, respectively, in compensation expense related to Employee PSU grants.