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Share-Based and Other Compensation Matters
4 Months Ended
Dec. 16, 2020
Share-based Payment Arrangement [Abstract]  
Share-Based and Other Compensation Matters Share-Based and Other Compensation Matters
We have two active share-based stock plans, the Luby's Incentive Stock Plan, as amended and restated effective December 5, 2015 (the "Employee Stock Plan") and the Non-employee Director Stock Plan, as amended and restated effective February 9, 2018. Both plans authorize the granting of stock options, restricted stock, and other types of awards consistent with the purpose of the plans. 
As of December 16, 2020, no shares remain available for future issuance under the Non-employee Director Stock Plan. Compensation costs for share-based payment arrangements under the Non-employee Director Stock Plan, recognized in selling, general and administrative expenses, was approximately $158 thousand and $153 thousand for the 12 weeks ended November 18, 2020 and the quarter ended December 18, 2019, respectively.
Of the aggregate 4.1 million shares approved for issuance under the Employee Stock Plan, as amended, 7.4 million options and restricted stock units have been granted to date, and 5.2 million options and restricted stock units were canceled or expired and added back into the plan since the plan’s inception in 2005. As of December 16, 2020, approximately 1.9 million shares remain available for future issuance. Compensation costs for share-based payment arrangements under the Employee Stock Plan, recognized in selling, general and administrative expenses, was approximately $25 thousand and $212 thousand, respectively, for the 12 weeks ended November 18, 2020 and the quarter ended December 18, 2019. 
Stock Options 
Stock options granted under either the Employee Stock Plan or the Non-employee Director Stock Plan have exercise prices equal to the market price of the Company’s common stock at the date of the grant. 
Option awards under the Non-employee Director Stock Plan generally vest 100% on the first anniversary of the grant date and expire ten years from the grant date. No options were granted under the Non-employee Director Stock Plan in the quarter ended December 16, 2020. No options to purchase shares were outstanding under the Non-employee Director Stock Plan as of December 16, 2020. 
Options granted under the Employee Stock Plan generally vest 50% on the first anniversary date of the grant date, 25% on the second anniversary of the grant date and 25% on the third anniversary of the grant date, with all options expiring ten years from the grant date. No options were granted in the quarter ended December 16, 2020. Options to purchase 849,970 shares at option prices of $2.82 to $5.95 per share remain outstanding as of December 16, 2020. 
A summary of the Company’s stock option activity for the quarter ended December 16, 2020 is presented in the following table:
 Shares
Under
Fixed
Options
Weighted-
Average
Exercise
Price
Weighted-
Average
Remaining
Contractual
Term
Aggregate
Intrinsic
Value
  (Per share)(In years)(In thousands)
Outstanding at August 26, 2020860,501 $4.07 5.0$— 
Expired(10,531)$5.39 — — 
Outstanding at December 16, 2020849,970 $4.05 4.7$5.0 
Exercisable at December 16, 2020849,970 $4.05 4.7$5.0 
The intrinsic value for stock options is defined as the difference between the current market value, or closing price on December 16, 2020, and the grant price on the measurement dates in the table above.
At December 16, 2020, there is no unrecognized compensation cost related to unvested options. 
Restricted Stock Units 
Grants of restricted stock units consist of the Company’s common stock and generally vest after three years. All restricted stock units are cliff-vested. Restricted stock units are valued at the closing market price of the Company’s common stock at the date of grant. 
A summary of the Company’s restricted stock unit activity during the quarter ended December 16, 2020 is presented in the following table: 
 Restricted
Stock
Units
Weighted
Average
Fair Value
Weighted-
Average
Remaining
Contractual
Term
  (Per share)(In years)
Unvested at August 26, 2020173,808 $2.57 2.0
Vested(52,782)$2.80 — 
Unvested at December 16, 2020121,026 $2.47 2.0
Performance Based Incentive Plan
The 2018 TSR Performance Based Incentive Plan (the "2018 TSR Plan") provided for a specified number of shares of common stock under the Employee Stock Plan based on the total shareholder return ranking compared to a selection of peer companies over a period of three years. The grant date fair value of the 2018 TSR Plan was determined based on a Monte Carlo simulation model for a period of three years. The target number of shares for distribution at 100% of the award was 373,294 on the grant date. The 2018 TSR Plan was accounted for as an equity award since it provides for a specified number of shares. The expense for this plan year was amortized over a period of three years based on 100% target award. The three years measurement period ended on August 26, 2020. Based on our total shareholder return ranking, no shares were vested and distributed.
Non-cash compensation expense related to our 2018 TSR Plan, recorded in selling, general and administrative expenses, was approximately $118 thousand in the quarter ended December 18, 2019.
Restricted Stock Awards
Under the Non-employee Director Stock Plan, directors received grants of restricted stock in lieu of cash payments, for all or a portion of their compensation as directors. Directors received a 20% premium of additional restricted stock by opting to receive stock over a minimum required amount of stock, in lieu of cash. The number of shares granted was valued at the average of the high and low price of the Company’s stock at the date of the grant. Restricted stock awards vest when granted because they are granted in lieu of a cash payment. However, directors are restricted from selling their shares until after the third anniversary of the date of the grant. As of December 16, 2020, there are no shares available for issuance under the Non-employee Director Stock Plan and future directors compensation will be paid in cash.
Cash and Restricted Share Bonus Plan
On August 12, 2020, the Board of Directors approved a bonus opportunity agreement by which five members of management, including the Chief Operating Officer, the Chief Financial Officer and the Chief Accounting Officer are eligible to receive both a cash bonus and a restricted stock award bonus (collectively, the "retention awards"). The retention awards are intended to retain certain key employees in their roles with the Company and to carry out the Plan of Dissolution. A portion of the retention awards is earned for each of the closing of the sale of (1) our CCS business line, (2) the Fuddruckers business line and (3) 30 or more of our Luby's Cafeterias (each being a "Triggering Event"). The cash bonus will be paid on the next payroll cycle following such Triggering Event. The restricted stock award will be considered earned as of such Triggering Event and shall vest on the 1st anniversary of the Triggering Event, unless the individual's employment with us is terminated prior to the restriction lapsing. The total cash bonus available to be earned is $0.2 million. The total number of restricted stock available to be earned is 127,000 shares. The grant date for the restricted stock award was August 25, 2020 and the grant date fair value was $139 thousand, based on the average share price of our common stock on the grant date of $1.095.
Severance Agreements
On August 12, 2020, the Board of Directors approved severance agreements for eight members of management, including the Chief Operating Officer, the Chief Financial Officer and the Chief Accounting Officer. The agreements provide for a separation payment upon (1) termination by the Company of employment without cause (as defined in the severance agreement), (2) resignation for Good Reason (as defined in the Appendix to the severance agreement), in either case the individual ceases to be employed by us or a successor to all or part of our business. The separation payment will not be paid if the individual is offered, but declines comparable employment with a successor. The separation payment is calculated as a percentage of the individual's annual base salary, ranging from 25% to 100% The total amount of severance that would be paid as of December 16, 2020 is $1.0 million.