Note 13. Stock-Based Compensation

During the second quarter of Fiscal 2016, we reserved 2,409,345 shares of our Common Stock for future grants in accordance with the Barnes & Noble Education Inc. Equity Incentive Plan (the "Equity Incentive Plan"). Additionally, during the second quarter of Fiscal 2017 shareholders approved an amendment to the Equity Incentive Plan to increase the number of shares available for issuance by an additional 4,000,000 shares of our Common Stock, for an aggregate total of 6,409,345 shares.

Types of equity awards that can be granted under the Equity Incentive Plan include options, restricted stock ("RS"), restricted stock units ("RSU"), performance shares ("PS") and performance share units ("PSU"). We have not granted options under the Equity Incentive Plan.

A RS award is an award of common stock that is subject to certain restrictions during a specified period. Restricted stock awards are generally subject to forfeiture if employment terminates prior to the release of the restrictions. The grantee cannot transfer the shares before the restricted shares vest. Shares of unvested restricted stock have the same voting rights as common stock, are entitled to receive dividends and other distributions thereon (although payment may be deferred until the shares have vested) and are considered to be currently issued and outstanding. Restricted stock awards will have a minimum vesting period of one year.

A RSU is a grant valued in terms of our common stock, but no stock is issued at the time of grant. Each restricted stock unit may be redeemed for one share of our common stock once vested. Restricted stock units are generally subject to forfeiture if employment terminates prior to the release of the restrictions. The grantee cannot transfer the units except in very limited circumstances and with the consent of the compensation committee. Shares associated with unvested restricted stock units have no voting rights but are entitled to receive dividends and other distributions thereon (although payment may be deferred until the units have vested). Restricted stock units generally vest over a period of three years, but will have a minimum vesting period of one year.

PS awards and PSU awards were granted to employees. Each PS and PSU may be redeemed for one share of our common stock once vested and are generally subject to forfeiture if employment terminates prior to the release of the restrictions. The grantee cannot transfer the PS or PSU awards except in very limited circumstances and with the consent of the compensation committee. Shares of unvested PSU awards have no voting rights but are entitled to receive dividends and other distributions thereon (although payment may be deferred until the shares or units, as the case may be, have vested). The PS and PSU awards will only vest based upon the achievement of pre-established performance goals related to Adjusted EBITDA and new business achieved measured over a period of time. The PS will vest based on company performance during Fiscal 2017 - Fiscal 2018 with one additional year of time-based vesting. The PSU awards will vest based on company performance during Fiscal 2018 - Fiscal 2019 with one additional year of time-based vesting. The number of PS and PSU awards that will vest range from 0%-150% of the target award based on actual performance.

We recognize compensation expense for awards ratably over the requisite service period of the award, which is generally three years. We recognize compensation expense based on the number of awards expected to vest using an estimated average forfeiture rate. We calculate the fair value of stock-based awards based on the closing price on the date the award was granted.

Stock-Based Compensation Activity

The following table presents a summary of restricted stock awards and restricted stock units activity related to our current Equity Incentive Plan:



	Restricted Stock Awards				Restricted Stock Units				Performance Shares				Performance Share Units
	Number of Shares		Weighted Average Grant Date Fair Value		Number of Shares		Weighted Average Grant Date Fair Value		Number of Shares		Weighted Average Grant Date Fair Value		Number of Shares	Weighted Average Grant Date Fair Value
Balance, August 2, 2015	—		$	—	—		$	—	—		$	—	—	$	—
Granted (a)	73,352		$	13.08	1,681,552		$	10.12	—		$	—	—	$	—
Vested	(27,272	)	$	13.19	(431,106	)	$	7.29	—		$	—	—	$	—
Forfeited	—		$	—	(8,979	)	$	9.92	—		$	—	—	$	—
Balance, April 30, 2016	46,080		$	13.02	1,241,467		$	11.10	—		$	—	—	$	—
Granted	12,371		$	9.70	1,207,070		$	9.70	406,078		$	9.52	—	$	—
Vested	(46,080	)	$	13.02	(680,489	)	$	9.72	—		$	—	—	$	—
Forfeited	—		$	—	(36,425	)	$	9.69	—		$	—	—	$	—
Balance, April 29, 2017	12,371		$	9.70	1,731,623		$	10.70	406,078		$	9.52	—	$	—
Granted	19,704		$	6.09	1,640,926		$	5.88	—		$	—	537,756	$	7.90
Vested	(12,371	)	$	9.70	(697,370	)	$	10.93	—		$	—	—	$	—
Forfeited (b)	—		$	—	(355,055	)	$	9.04	(120,142	)	$	9.52	—	$	—
Balance, April 28, 2018	19,704		$	6.09	2,320,124		$	7.47	285,936		$	9.52	537,756	$	7.90


(a)	Restricted Stock Units include the 877,426 converted RSU shares issued during Fiscal 2016 related to our spin-off from Barnes & Noble, Inc.


(b)	The PS and PSUs forfeitures reflect a cumulative adjustment to reflect changes to the expected level of achievement of the respective grants.

Total fair value of shares of restricted stock awards and restricted stock units that vested since the inception of Equity Incentive Plan was $1,080 and $17,384, respectively.

Stock-Based Compensation Expense

We recognized stock-based compensation expense for equity-based awards in selling and administrative expenses as follows:



	Fiscal 2018			Fiscal 2017		Fiscal 2016
Restricted Stock Expense	$	120		$	280	$	840
Restricted Stock Units Expense^(a)	8,370			8,431		5,710
Performance Shares Expense^(b)	(218		)	655		—
Performance Share Units Expense^(b)	187			—		—
Stock Option Expense	—			—		120
Stock-Based Compensation Expense	$	8,459		$	9,366	$	6,670


(a)	The stock-based compensation expense for the RSUs reflect the forfeiture adjustment for unvested shares related to the CEO transition. See Part I - Item 1. Business and Part II - Item 8. Financial Statements and Supplementary Data - Note 9. Supplementary Information - Restructuring and Other Charges of this Form 10-K for additional information.


(b)	The PS and PSUs expenses reflect a cumulative adjustment to reflect changes to the expected level of achievement of the respective grants.

In the 13 weeks ended August 1, 2015 (periods presented prior to the Spin-Off), Barnes & Noble allocated stock compensation expense to us, including stock option expense related to stock options, which includes stock compensation expense related to our employees, as well as an allocation from Barnes & Noble for our pro-rated share of corporate employees.

Total unrecognized compensation cost related to unvested awards as of April 28, 2018 was $12,284 and is expected to be recognized over a weighted-average period of 1.87 years.