Equity Incentive Plan

9 Months Ended

Feb. 28, 2015

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Equity Incentive Plan

Equity Incentive Plan

Our 2005 Equity Incentive Plan (the “Equity Incentive Plan”) authorizes our Board of Directors to grant incentive and non-statutory stock option grants, stock appreciation rights, restricted stock awards, restricted stock units, performance unit awards and performance share awards covering a maximum of 1,000 shares of our common stock. Pursuant to the Equity Incentive Plan, we have granted restricted stock units to directors, officers and key employees.

Restricted Stock Units

Each vested restricted stock unit entitles the holder to be issued one share of common stock. The vested restricted stock units settle into common stock on the earliest of (i) the first January 1st after the fifth anniversary of the grant, (ii) a change of control, or (iii) termination of the holder’s employment or membership on our Board of Directors. Restricted stock units vest according to a vesting schedule determined by the Compensation Committee of our Board of Directors, generally over a one to three year period.

The following table represents restricted stock unit activity for the nine months ended February 28, 2015:

	Restricted Stock Units		Weighted – Average Grant Date Fair Value
Nonvested at June 1, 2014	122		$	17.57
Granted	87		15.64
Vested	(75	)	16.95
Nonvested at February 28, 2015	134		$	16.66

We granted 0 and 87 restricted stock units during the three and nine months, respectively, ended February 28, 2015 and 0 and 65 restricted stock units during the three and nine months, respectively, ended February 28, 2014.

Under the terms of our restricted stock unit agreements, nonvested restricted stock unit awards contain forfeitable rights to dividends. Because the dividends are forfeitable, the restricted stock units are defined as non-participating securities. As of February 28, 2015, we have unrecognized share-based compensation cost of approximately $1,529 associated with restricted stock unit awards. This cost is expected to be recognized over a weighted-average period of approximately 1.8 years.

We had 401 and 328 vested restricted stock units as of February 28, 2015 and 2014, respectively, which receive dividends following vesting and are convertible to common shares five years after the grant date.

Accounting for Share-Based Payments

Accounting guidance requires all share-based payments to employees, including grants of employee stock options, restricted stock and restricted stock units, to be recognized as compensation expense in the consolidated financial statements based on their fair values. Compensation expense is recognized over the period that an employee provides service in exchange for the award, which is approximately three years.

Forfeitures are estimated at the date of grant based on historical experience. We use the market price of our common stock on the date of grant to calculate the fair value of each grant of restricted stock units.

We recorded $319 and $968, respectively, of share-based compensation as part of SG&A expenses for the three and nine months ended February 28, 2015 and $312 and $1,036, respectively, of share-based compensation as part of SG&A expenses for the three and nine months ended February 28, 2014.

We receive a tax deduction for certain restricted stock units on the date the related shares are issued, generally for the excess of the fair value of our common stock at the date of issuance over the fair value of restricted stock units on the date of grant, and dividends paid on vested restricted stock units where the underlying shares have not been issued. Excess tax benefits are realized tax benefits from tax deductions for such dividends and restricted stock units issued. The total excess tax benefit realized for the nine months ended February 28, 2015 and 2014 was $348 and $156, respectively.