STOCK-BASED COMPENSATION

The Company has three equity incentive plans, the 2014 Stock Incentive Plan (“2014 Plan”), the 2004 Stock Incentive Plan (“2004 Plan”) and the 1999 Stock Option Plan (collectively, the “Plans”), which provide for the granting of non-qualified and incentive stock options, restricted stock and restricted stock units, stock appreciation rights and other awards to employees, directors and consultants.

1999 Stock Option Plan. In July 1999, the Company’s Board of Directors approved the 1999 Stock Option Plan and in August 2001, the Company’s shareholders approved an amendment to the 1999 Plan such that 15% of the outstanding shares of the Company would always be available for grants under the 1999 Plan. The 1999 Plan is designed to encourage selected employees and directors to improve operations and increase profits, to accept or continue employment or association with the Company through participation in the growth in the value of the common stock. The 1999 Plan requires that option exercise prices be not less than fair market value per share of common stock on the option grant date for incentive and nonqualified options. The options issued under the 1999 Plan generally vest between three and five years. Option expiration dates are established by the plan administrator but may not be later than 10 years after the date of the grant.

In November 2007, the shareholders of the Company approved the termination of the 1999 Plan. No new option awards will be made under the 1999 Plan and the outstanding awards under the 1999 Plan will continue to be subject to the terms and conditions of the 1999 Plan. As of June 30, 2014 there were no longer any outstanding stock options under the 1999 plan.

2004 Stock Incentive Plan. In October 2004, the Company’s Board of Directors and the stockholders approved the 2004 Plan. In November 2007, the 2004 Plan was amended and approved by the Company’s stockholders. The maximum number of shares of common stock available for issuance under the 2004 Plan is 14.8% of the Company’s outstanding common stock measured from time to time. In addition, the number of shares of the Company’s common stock reserved for issuance will also automatically increase by an additional 1.5% on the first day of each of four fiscal years starting July 1, 2007. With the stockholders approving the 2014 Plan in October 2014, no further awards will be made under the 2004 Plan and the 2004 Plan will remain in effect only so long as awards made thereunder remain outstanding.

2014 Stock Incentive Plan. In September and October 2014, the Company’s Board of Directors and stockholders approved the 2014 Plan, respectively. The maximum number of shares of common stock available for issuance under the 2014 Plan is 920,000.

Stock Options. A summary of stock option activity under the Plans during the periods indicated is presented below:



	Number of Shares¹		Weighted-Average Exercise Price Per Share
Outstanding—June 30, 2012	190,117		$	8.93
Granted	—		—
Exercised	(27,135	)	9.59
Converted	—		—
Canceled	(500	)	11.00
Outstanding—June 30, 2013	162,482		$	8.81
Granted	—		—
Exercised	(55,532	)	9.00
Converted	—		—
Canceled	—		—
Outstanding—June 30, 2014	106,950		$	8.71
Granted	—		—
Exercised	(86,350	)	9.04
Converted	—		—
Canceled	—		—
Outstanding—June 30, 2015	20,600		$	7.35
Options exercisable—June 30, 2013	162,482		$	8.81
Options exercisable—June 30, 2014	106,950		$	8.71
Options exercisable—June 30, 2015	20,600		$	7.35

¹ All options outstanding are vested.

The following table summarizes information as concerning currently outstanding and exercisable options:



June 30, 2015
Options Outstanding				Options Exercisable
Exercise Prices		Number Outstanding	Weighted- Average Remaining Contractual Life (Years)	Number Exercisable	Weighted-Average Exercise Price
$	7.35	20,600	1.1	20,600	$	7.35

The aggregate intrinsic value of options outstanding and options exercisable under the Plans at June 30, 2015 was $2,026. The aggregate intrinsic value of options exercised or converted during the years ended June 30, 2015, 2014 and 2013 was $7,834, $4,021 and $929, respectively.

Restricted Stock and Restricted Stock Units. During the fiscal year ended June 30, 2013, the Company’s Board of Directors granted 181,483 restricted stock units to employees and directors. The chief executive officer received 64,000 restricted stock units, which vest ratably on each of the four fiscal year ends after the issue date. All other restricted stock unit awards granted during the year ended June 30, 2013, vest over three years, one-third on each anniversary of the grant date and 213,355 shares were vested and issued and 30,305 shares were canceled as of June 30, 2013.

During the fiscal year ended June 30, 2014, the Company’s Board of Directors granted 132,944 restricted stock units to employees and directors. The chief executive officer received 72,000 restricted stock units, which vest ratably on each of the four fiscal year ends after the issue date. All other restricted stock unit awards granted during the year ended June 30, 2014, vest over three years, one-third on each anniversary of the grant date and 169,760 shares were vested and issued and 25,230 shares were canceled as of June 30, 2014.

During the fiscal year ended June 30, 2015, the Company’s Board of Directors granted 193,956 restricted stock units to employees and directors. The chief executive officer received 72,000 restricted stock units, which vest ratably on each of the four fiscal year ends after the issue date. All other restricted stock unit awards granted during the year ended June 30, 2015, vest over three years, one-third on each anniversary of the grant date and 129,850 shares were vested and issued and 16,776 shares were canceled as of June 30, 2015.

The Company’s income before income taxes and net income for the years ended June 30, 2015, 2014 and 2013 included stock compensation expense of $6,648, $4,358 and $3,297, respectively. The income tax benefit was $2,746, $1,771 and $1,349, respectively. The Company recognizes compensation expense based upon the grant-date fair value divided by the vesting and the service period between each vesting date. At June 30, 2015, expense related to stock option grants has been fully recognized.

At June 30, 2015 unrecognized compensation expense related to non-vested awards aggregated to $16,118 and is expected to be recognized in future periods as follows:



(Dollars in thousands)	Stock Award Compensation Expense
For the fiscal year ended June 30:
2016	$	7,465
2017	5,831
2018	2,822
Total	$	16,118

The following table presents the status and changes in restricted stock units grants for the periods indicated:



		Restricted Stock Unit Shares		Weighted-Average Grant-Date Fair Value
Non-vested balance at June 30, 2012		360,662		$	13.20
	Granted	181,483		28.83
	Vested	(213,355	)	13.32
	Canceled	(30,305	)	18.01
Non-vested balance at June 30, 2013		298,485		$	22.13
	Granted	132,944		59.91
	Vested	(169,760	)	23.37
	Canceled	(25,230	)	34.41
Non-vested balance at June 30, 2014		236,439		$	41.17
	Granted	193,959		79.94
	Vested	(129,850	)	40.44
	Canceled	(16,776	)	56.53
Non-vested balance at June 30, 2015		283,772		$	68.05

The total fair value of shares vested during the years ended June 30, 2015, 2014 and 2013 was $11,907, $12,211 and $8,070, respectively.