XML 36 R19.htm IDEA: XBRL DOCUMENT v3.24.2
Stock-Based Compensation (Notes)
 12 Months Ended
Apr. 27, 2024
Share-Based Payment Arrangement [Abstract]  
Share-based Payment Arrangement [Text Block]
Note 12. Long-Term Incentive Compensation Expense
We have reserved 17,909,345 shares of our common stock for future grants in accordance with the Barnes & Noble Education Inc. Equity Incentive Plan. 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”), performance share units (“PSU”), and stock options. During the 52 weeks ended April 27, 2024, no equity share awards were granted to employees or board members.
We recognize compensation expense for restricted stock awards and performance share awards ratably over the requisite service period of the award, which is generally three years. We recognize compensation expense for these awards based on the number of awards expected to vest, which includes an estimated average forfeiture rate. We calculate the fair value of these awards based on the closing stock price on the date the award was granted. For those awards with market conditions, we have determined the grant date fair value using the Monte Carlo simulation model and compensation expense is recognized ratably over the requisite service period regardless of whether the market condition is satisfied.
Restricted Stock Awards
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.
Phantom Shares
Phantom share units were granted to employees. Each phantom share represents the economic equivalent to one share of the Company's common stock and will be settled in cash based on the fair market value of a share of common stock at each vesting date in an amount not to exceed a specific value per share. The phantom shares vest and settle in three equal installments commencing one year after the date of grant. The fair value of the phantom shares was determined using the closing stock price on the date of the award less the fair value of the call option which was estimated using the Black-Scholes model. The fair value of the liability for the cash-settled phantom share unit awards will be remeasured at the end of each reporting period through settlement to reflect current risk-free rate and volatility assumptions.
As of April 27, 2024, we recorded a liability of $8 (Level 2 input) related to phantom share units grants which is reflected in accrued liabilities on the consolidated balance sheet. As of April 29, 2023, we recorded a liability of $777 (Level 2 input) related to phantom share units grants of which $734 and $42 is reflected in accrued liabilities and other long-term liabilities, respectively, on the consolidated balance sheet, respectively.
Stock Options
For stock options granted with an "at market" exercise price, we determined the grant fair value using the Black-Scholes model and for stock options granted with "a premium" exercise price, we determined the grant date fair value using the Monte Carlo simulation model. The fair value models for stock options use assumptions that include the risk-free interest rate, expected volatility, expected dividend yield and expected term of the options. The risk-free interest rate is based on United States Treasury yields in effect at the date of grant for periods corresponding to the expected stock option term. The expected stock option term represents the weighted average period of time that stock options granted are expected to be outstanding, based on vesting schedules and the contractual term of the stock options. Volatility is based on the historical volatility of the Company’s common stock over a period of time corresponding to the expected stock option term. The stock options are exercisable in four equal annual installments commencing one year after the date of grant and have a ten year term. Holders are not entitled to receive dividends (if any) prior to vesting and exercise of the options.

Long-Term Incentive Compensation Activity
On June 11, 2024, we completed a reverse stock split of the Company’s outstanding shares of common stock at a ratio of 1-for-100 (the “Reverse Stock Split”), which was approved by stockholders at a special meeting held on June 5, 2024. In connection with the Reverse Stock Split, every 100 shares of the common stock issued and outstanding was converted into one share of the Company’s common stock. For additional information, see Part II - Item 8. Financial Statements and Supplementary Data - Note 17. Subsequent Events. The following table presents a summary of awards activity related to our current Equity Incentive Plan and reflects the Reverse Stock Split for all periods presented:
Restricted Stock AwardsRestricted Stock UnitsPhantom Shares
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, April 29, 2023118 $230.0010,910 $533.006,021 $301.00
Granted— $—— $—— $—
Vested(118)$230.00(4,260)$541.00(5,048)$253.00
Forfeited— $—(1,797)$590.00(505)$273.00
Balance, April 27, 2024— $—4,853 $504.00468 $850.00
Stock Options
Number of 
Shares		Weighted 
Average
Grant Date
Fair Value		Weighted 
Average
Exercise Price
Balance, April 29, 202327,623 $240.00$521.00
Granted— $—$—
Exercised (a)
— $—$—
Forfeited — $—$—
Expired(2,433)$219.00$490.00
Balance, April 27, 202425,190 $241.00$524.00
Exercisable, April 27, 202415,369 $223.00$498.00
(a) During the period ended April 27, 2024, no options were exercised with a total intrinsic value of $0.

The aggregate grant date fair value of stock options that vested during the 52 weeks ended April 27, 2024 and April 29, 2023 was $1,540 and $1,903, respectively.

Total fair value of vested share awards during the periods ended April 27, 2024 and April 29, 2023 was $4,405 and $8,851, respectively.
Long-Term Incentive Compensation Expense
We recognized compensation expense for long-term incentive plan awards in selling and administrative expenses as follows:
52 weeks ended
April 27, 2024
April 29, 2023
Stock-based awards
Restricted stock expense$11 $172 
Restricted stock units expense 2,041 2,813 
Performance share units expense (a)
— 10 
Stock option expense1,328 1,720 
Sub-total stock-based awards:$3,380 $4,715 
Cash settled awards
Phantom share units expense$(154)$(299)
Total compensation expense for long-term incentive awards$3,226 $4,416 
(a)     Long-term incentive compensation expense reflects cumulative adjustments to reflect changes to the expected level of achievement of the respective grants.
Total unrecognized compensation cost related to unvested awards as of April 27, 2024 was $2,352 and is expected to be recognized over a weighted-average period of 1.08 years.