Stock Based Compensation

6 Months Ended

Nov. 28, 2020

Share-based Payment Arrangement [Abstract]

On October 2, 2020, shareholders approved the Amended and Restated Cal-Maine Foods, Inc. 2012 Omnibus Long-Term Incentive Plan (the “Plan”). The purpose of the Plan is to assist us and our subsidiaries in attracting and retaining selected individuals who are expected to contribute to our long-term success. The maximum number of shares of common stock available for awards under the Plan is 2,000,000, of which 1,239,048 shares remain available for issuance, and may be authorized but unissued shares or treasury shares. Awards may be granted under the Plan to any employee, any non-employee member of the Company’s Board of Directors, and any consultant who is a natural person and provides services to us or one of our subsidiaries (except for incentive stock options, which may be granted only to our employees).

The only outstanding awards under the Plan are restricted stock awards. The restricted stock vests three years from the grant date, or upon death or disability, change in control, or retirement (subject to certain requirements). The restricted stock contains no other service or performance conditions. Restricted stock is awarded in the name of the recipient and, except for the right of disposal, constitutes issued and outstanding shares of the Company’s common stock for all corporate purposes during the period of restriction including the right to receive dividends. Compensation expense is a fixed amount based on the grant date closing price and is amortized over the vesting period.

Total stock based compensation expense was $932 thousand and $904 thousand for the twenty-six weeks ended November 28, 2020 and November 30, 2019, respectively.

Unrecognized compensation expense as a result of non-vested shares of the restricted stock outstanding under the Plan at November 28, 2020 of $4.3 million will be recorded over a weighted average period of 1.8 years.

The Company’s restricted share activity for the twenty-six weeks ended November 28, 2020 follows:


	Number of Shares	Weighted Average Grant Date Fair Value
Outstanding, May 30, 2020	273,046	$	41.36
Granted	—	—
Vested	(3,718)	43.07
Forfeited	(4,431)	40.12
Outstanding, November 28, 2020	264,897	$	41.36