12. SUPPLEMENTAL EQUITY INFORMATION

Accumulated other comprehensive loss

We record changes in our net assets from non‑owner sources in our consolidated statements of stockholders’ deficit. Such changes relate primarily to valuing our pension liabilities, net of tax effects.

Our accumulated other comprehensive loss (“AOCL”) and reclassifications from AOCL, net of tax, consisted of the following:


			Other
	Minimum		Comprehensive
	Pension and		Loss
	Post-		Related to
	Retirement		Equity
(in thousands)	Liability		Investments		Total
Balance at December 31, 2017	$	(442,406)	$	(6,963)	$	(449,369)
Amounts reclassified from AOCL		(153,414)		(1,506)		(154,920)
Other comprehensive income		(153,414)		(1,506)		(154,920)
Balance at December 30, 2018	$	(595,820)	$	(8,469)	$	(604,289)
Other comprehensive income (loss) before reclassifications		7,021		—		7,021
Amounts reclassified from AOCL		21,129		—		21,129
Other comprehensive income		28,150		—		28,150
Balance at December 29, 2019	$	(567,670)	$	(8,469)	$	(576,139)


	Amount Reclassified from AOCL (in thousands)
	Year Ended		Year Ended
	December 29,		December 30,		Affected Line in the
AOCL Component	2019		2018		Consolidated Statements of Operations
Minimum pension and post-retirement liability	$	21,129	$	(56,530)	Retirement benefit expense (1)
Reclassification of AOCL tax effects		—		(98,390)	Retained earnings (2)
	$	21,129	$	(154,920)	Net of tax

_____________________

⁽¹⁾

There is no income tax benefit associated with the years ended December 29, 2019 and December 30, 2018, due to the recognition of a valuation allowance.

⁽²⁾

See Note 3, Income Taxes regarding the Tax Act.

Earnings per share (EPS)

Basic EPS excludes dilution from common stock equivalents and reflects income divided by the weighted average number of common shares outstanding for the period. Diluted EPS is based upon the weighted average number of outstanding shares of common stock and dilutive common stock equivalents in the period. Common stock equivalents arise from dilutive stock appreciation rights and restricted stock units and are computed using the treasury stock method. Anti-dilutive common stock equivalents are excluded from diluted EPS. The weighted average anti‑dilutive common stock equivalents that could potentially dilute basic EPS in the future, but were not included in the weighted average share calculation, consisted of the following:


	Years Ended
	December 29,	December 30,
(shares in thousands)	2019	2018
Anti-dilutive common stock equivalents	471	199

Common Stock

We have two classes of stock; Class A and Class B Common Stock. Both classes of stock participate equally in dividends. Holders of Class B are entitled to one vote per share and to elect as a class 75% of the Board of Directors, rounded down to the nearest whole number. Holders of Class A Common Stock are entitled to one-tenth of a vote per share and to elect as a class 25% of the Board of Directors, rounded up to the nearest whole number.

Class B Common Stock is convertible at the option of the holder into Class A Common Stock on a share‑for‑share basis.

The holders of shares of Class B Common Stock are parties to an agreement, the intent of which is to preserve control of the Company by the McClatchy family. Under the terms of the agreement, the Class B shareholders have agreed to restrict the transfer of any shares of Class B Common Stock to one or more “Permitted Transferees,” subject to certain exceptions. A “Permitted Transferee” is any of our current holders of shares of Class B Common Stock; any lineal descendant of Charles K. McClatchy (1858 to 1936); or a trust for the exclusive benefit of, or in which all of the remainder beneficial interests are owned by, one or more lineal descendants of Charles K. McClatchy.

Generally, Class B shares can be converted into shares of Class A Common Stock and then transferred freely (unless, following conversion, the outstanding shares of Class B Common Stock would constitute less than 25% of the total number of all our outstanding shares of common stock). In the event that a Class B shareholder attempts to transfer any shares of Class B Common Stock in violation of the agreement, or upon the happening of certain other events enumerated in the agreement as “Option Events,” each of the remaining Class B shareholders has an option to purchase a percentage of the total number of shares of Class B Common Stock proposed to be transferred equal to such remaining Class B shareholder’s ownership percentage of the total number of outstanding shares of Class B Common Stock. If all the shares proposed to be transferred are not purchased by the remaining Class B shareholders, we have the option of purchasing the remaining shares. The agreement can be terminated by the vote of the holders of 80% of the outstanding shares of Class B Common Stock who are subject to the agreement. The agreement will terminate on September 17, 2047, unless terminated earlier in accordance with its terms.

See discussion in Note 2 “Ongoing Negotiations on Proposed Plan of Reorganization” for potential impact on our existing Common Stock.

Stock Plans

During 2019, we had two stock‑based compensation plans, which are described below. We have suspended the issuance of Class A Common Stock as a result of vesting in our stock plans pending the outcome of our Chapter 11 Cases. It is expected that as a result of our restructuring, the Class A and Class B Common Stock will be eliminated upon emergence from bankruptcy. See Note 2 for an expanded discussion of the Chapter 11 Cases and the expected impact it may have on our Class A and Class B Common Stock.

The McClatchy Company 2004 Stock Incentive Plan (“2004 Plan”) reserved 900,000 Class A Common shares for issuance to key employees and outside directors. The options vested in installments over four years, and once vested are exercisable up to 10 years from the date of grant. In addition, the 2004 Plan permitted the following type of incentive awards in addition to common stock, stock options and stock appreciation rights (“SARs”): restricted stock, unrestricted stock, stock units and dividend equivalent rights. The 2004 Plan was frozen in May 2012 so that no additional awards could be granted under the plan.

The McClatchy Company 2012 Omnibus Incentive Plan (“2012 Plan”) was adopted in 2012 and 500,000 shares of Class A Common Stock were reserved for issuance under the 2012 Plan plus the number of shares available for future awards under the 2004 Plan as of the date of May 16, 2012 (the shareholder meeting date) plus the number of shares subject to awards outstanding under the 2004 Plan as of May 16, 2012, which terminate by expiration, forfeiture, cancellation or otherwise without the issuance of such shares. The 2012 Plan was further amended in May 2017 and May 2019, among other things, to increase the number of shares of Class A Common Stock reserved for issuance by 500,000 shares and 750,000 shares, respectively. The 2012 Plan, as amended, generally provides for granting of stock options or SARs only at an exercise price at least equal to fair market value on the grant date; a 10-year maximum term for stock options and SARs; no re-pricing of stock options or SARs without prior shareholder approval; and no reload or “evergreen” share replenishment features.

Stock Plans Activity

In 2019, no shares of the Class A Common Stock were granted to any non-employee director.

In 2018, we granted 4,500 shares of Class A Common Stock to each non-employee director under the 2012 Plan. In accordance with The McClatchy Company Director Deferral Program (“Deferral Program”), five directors elected to defer issuance of their 2018 grants. As such, 27,000 shares were issued and 22,500 were deferred until the director terminates from the board of directors.

We granted restricted stock units (“RSUs”) at the grant date fair value to certain key employees under the 2012 Plan as summarized in the table below. Fair value for RSUs is based on our Class A Common Stock closing price, as reported by the NYSE American, on the date of grant. The RSUs generally vest over three years after grant date but terms of each grant are at the discretion of the compensation committee of the board of directors.

The following table summarizes the RSUs stock activity:


		Weighted
		Average Grant
		Date Fair
	RSUs	Value
Nonvested — December 31, 2017	245,794	$	11.55
Granted	278,130	$	8.90
Vested	(167,722)	$	11.38
Forfeited	(24,602)	$	9.54
Nonvested — December 30, 2018	331,600	$	9.56
Granted	285,771	$	5.58
Vested	(172,297)	$	9.59
Forfeited	(31,608)	$	6.96
Nonvested — December 29, 2019	413,466	$	7.00

For the fiscal year ended December 29, 2019, the total fair value of the RSUs that vested was $1.0 million. As of December 29, 2019, there were $1.8 million of unrecognized compensation costs for non-vested RSUs, which are expected to be recognized over 1.7 years. As a result of the filing of our Chapter 11 Cases, we expect that all of these awards will be cancelled.

When SARs are granted, they are granted at grant date fair value to certain key employees from the 2012 Plan. Fair value for SARs is determined using a Black-Scholes option valuation model that uses various assumptions, including expected life in years, volatility and risk-free interest rate. The SARs generally vest four years after grant date, but the terms of each grant are at the discretion of the compensation committee of the board of directors.

Outstanding SARs are summarized as follows:


		Weighted		Aggregate
		Average		Intrinsic Value
	SARs	Exercise Price		(in thousands)
Outstanding December 31, 2017	156,175	$	32.12	$	—
Expired	(42,875)	$	32.09
Outstanding December 30, 2018	113,300	$	32.13	$	—
Expired	(24,425)	$	34.02
Outstanding December 29, 2019	88,875	$	31.61	$	—
SARs exercisable:
December 30, 2018	113,300			$	—
December 29, 2019	88,875			$	—

As of December 29, 2019, there were no unrecognized compensation costs related to SARs granted under our plans. The weighted average remaining contractual life of SARs vested and exercisable at December 29, 2019, was 1.5 years. As a result of the filing of our Chapter 11 Cases, we expect that all of these awards will be cancelled.

The following tables summarize information about SARs outstanding in the stock plans at December 29, 2019:


		Average
		Remaining	Weighted			Weighted
Range of Exercise	SARs	Contractual	Average		SARs	Average
Prices	Outstanding	Life	Exercise Price		Exercisable	Exercise Price
$24.60 – $40.80	88,875	1.50	$	31.61	88,875	$	31.61
Total	88,875	1.50	$	31.61	88,875	$	31.61

Stock‑Based Compensation

Total stock‑based compensation expense consisted of the following:


	Years Ended
	December 29,		December 30,
(in thousands)	2019		2018
Stock-based compensation expense	$	1,504	$	2,057