Share-Based Compensation

12 Months Ended

Jul. 28, 2023

9. Share-Based Compensation

Stock Compensation Plans

The Company’s employee compensation plans are administered by the Compensation Committee of the Company’s Board of Directors (the “Committee”). The Committee is authorized to determine, at time periods within its discretion and subject to the direction of the Board of Directors, which employees will be granted awards, the number of shares covered by any awards granted, and within applicable limits, the terms and provisions relating to the exercise and vesting of any awards.

On November 19, 2020, the Company’s shareholders approved the 2020 Omnibus Incentive Plan (the “2020 Omnibus Plan”) which became effective on that date. The 2020 Omnibus Plan authorizes the following types of awards for employees and non-employee directors: stock options, stock appreciation rights, nonvested stock, restricted stock units, other share-based awards and performance awards. After the effective date of the 2020 Omnibus Plan, no additional awards could be granted under the Company’s 2010 Omnibus Incentive Stock and Incentive Plan (the “Prior Plan”).

The 2020 Omnibus Plan allows the Committee to grant awards for an aggregate of 1,033,441 shares, the number of shares that were available for issuance as of September 24, 2020 (the “Cutoff Date”) pursuant to the Prior Plan, plus the number of shares that became available for issuance pursuant to the terms of the Prior Plan following the Cutoff Date and prior to the effective date. However, this share reserve is increased by shares awarded under this and the Prior Plan which are forfeited, expired, settled for cash and shares withheld by the Company in payment of a tax withholding obligation after the effective date of the 2020 Omnibus Plan. Additionally, this share reserve was decreased by shares granted from the 2020 Omnibus Plan after the effective date. At July 28, 2023, the number of shares authorized for future issuance under the Company’s active plan is 1,016,341. At July 28, 2023, the number of outstanding awards under the 2020 Omnibus Plan and the Prior Plan was 161,738 and 37,464, respectively.

Types of Share-Based Awards

Nonvested Stock Awards

Nonvested stock awards consist of the Company’s common stock, generally accrue dividend equivalents and vest over one to five years. The fair value of the Company’s nonvested stock awards which accrue dividends is equal to the market price of the Company’s stock at the date of the grant. Dividends are forfeited for any nonvested stock awards that do not vest.

The Company’s nonvested stock awards include its long-term performance plans which were established by the Committee for the purpose of rewarding certain officers with shares of the Company’s common stock if the Company achieved certain performance targets. The stock awards under the long-term performance plans are calculated or estimated based on achievement of financial performance measures.

The following table summarizes the performance periods and vesting periods for the Company’s nonvested stock awards under its long-term performance plans at July 28, 2023:

Long-Term Performance Plan (“LTPP”)	Performance Period	Vesting Period (in Years)
2023 LTPP	2023 – 2025	3
2022 LTPP	2022 – 2024	3

The following table summarizes the shares that have been accrued under the 2023 LTPP and 2022 LTPP at July 28, 2023:


2023 LTPP			3,410
2022 LTPP			15,135

A summary of the Company’s nonvested stock activity as of July 28, 2023, and changes during 2023 are presented in the following table:


Nonvested Stock	Shares			Weighted-Average Grant Date Fair Value
Unvested at July 29, 2022		123,942		$	131.21
Granted		111,117			104.95
Vested		(33,289	)		148.60
Forfeited		(21,113	)		108.81
Unvested at July 28, 2023		180,657		$	114.47

The following table summarizes the total fair value of nonvested stock that vested for each of the three years:

		2023				2022				2021
Total fair value of nonvested stock		$	4,947			$	6,166			$	3,200

Compensation Expense

The following table highlights the components of share-based compensation expense for each of the three years:

		2023				2022				2021
Total compensation expense		$	9,045			$	8,198			$	8,729

The following table highlights the total unrecognized compensation expense related to the outstanding nonvested stock awards and nonvested stock units and the weighted-average periods over which the expense is expected to be recognized as of July 28, 2023:

	Nonvested Stock Awards
Total unrecognized compensation	$	8,038
Weighted-average period in years		1.82

During 2023, the Company issued 43,974 shares of its common stock resulting from the vesting of share-based compensation awards. Related tax withholding payments on these share-based compensation awards resulted in a net reduction to shareholders’ equity of $2,448.