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STOCKHOLDERS' EQUITY.
12 Months Ended
Dec. 27, 2014
STOCKHOLDERS' EQUITY.  
STOCKHOLDERS' EQUITY.

 

 

 

8.STOCKHOLDERS’ EQUITY

 

Preferred Stock

 

The Company is authorized to issue 1,000,000 shares of preferred stock ($1 par value) of which none have been issued.  The Board of Directors is vested with the authority to determine and state the designations and relative preferences, limitations, voting rights, if any, and other rights of the preferred shares.

 

Common Stock

 

The Board of Directors approved the following cash dividends on the Company’s outstanding Class A and Class B Common Stock during the year ended December 27, 2014:

 

 

 

 

 

 

 

Cash Dividend

 

Declaration Date

 

Record Date

 

Paid Date

 

Per Share

 

September 2, 2014

 

September 16, 2014

 

September 23, 2014

 

$

0.025 

 

November 11, 2014

 

December 12, 2014

 

January 2, 2015

 

$

0.025 

 

 

On May 8, 2013, the Company’s Board of Directors declared a five percent (5%) stock dividend on the Company’s outstanding Class A and Class B Common Stock. Stockholders of record on May 20, 2013 received a stock dividend for each share owned on that date, paid on June 3, 2013. All share and per share data have been adjusted to reflect the stock dividend on a retroactive basis. No dividends were declared or paid during the year ended December 29, 2012.

 

Convertible Class B Common Stock

 

Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis.  During 2013, 30,834 shares of Class B Common Stock were converted into Class A Common Stock. Holders of Class A Common Stock are entitled to elect one-third of the Board of Directors rounded to the lowest whole number.  Holders of Class B Common Stock elect the remainder of the directors.

 

Stock Options

 

On January 31, 2001, the Company’s Board of Directors approved, and the Company’s stockholders subsequently ratified, the 2001 Stock Option Plan under which 891,990 shares of Class A Common Stock were reserved for grant. This plan expired on January 31, 2011. On January 23, 2004, the Company’s Board of Directors approved, and the Company’s stockholders subsequently ratified, the 2004 Stock Option Plan, as amended, under which 1,297,440 shares of Class A Common Stock were reserved for grant. This plan expired on January 22, 2014. Under the terms of the stock option plans, both incentive stock options and non-statutory stock options were granted by a specially designated Stock Awards Committee.  The Stock Option Plan, as amended, also allowed for awards of common stock including restricted stock awards. Options granted under the stock option plans generally vest and become exercisable in annual installments of 33 1/3% beginning on the first anniversary date, and the options expire five or seven years after the date of grant.  The Company generally issues new shares to satisfy stock option exercises.

 

The following table summarizes the activity for stock options:

 

 

 

 

 

 

Weighted - Average

 

 

 

Options

 

Exercise Price

 

Outstanding, January 1, 2012

 

1,214,452

 

3.71

 

Granted

 

 

 

Exercised

 

(61,744

)

1.63

 

Expired

 

(13,623

)

5.86

 

Forfeited

 

(131,287

)

4.13

 

Outstanding, December 29, 2012

 

1,007,798

 

3.74

 

Granted

 

 

 

Exercised

 

(115,890

)

1.87

 

Expired

 

(272,462

)

6.29

 

Forfeited

 

(84,015

)

4.29

 

Outstanding, December 28, 2013

 

535,431

 

2.79

 

Granted

 

 

 

Exercised

 

(183,623

)

3.15

 

Expired

 

 

 

Forfeited

 

 

 

Outstanding, December 27, 2014

 

351,808

 

2.61

 

 

The total intrinsic value of options exercised during the fiscal years ended 2014, 2013 and 2012 approximated $349,478, $306,985 and $117,975, respectively.

 

Information about stock options outstanding and exercisable at December 27, 2014 is as follows:

 

 

 

 

Outstanding

 

Exercisable

 

 

 

 

 

Weighted -

 

 

 

 

 

 

 

 

 

 

 

Average

 

Weighted -

 

 

 

Weighted -

 

 

 

 

 

Remaining

 

Average

 

 

 

Average

 

Range of

 

Number

 

Contractual

 

Exercise

 

Number

 

Exercise

 

Exercise Prices

 

Outstanding

 

Life in Years

 

Price

 

Exercisable

 

Price

 

 

 

 

 

 

 

 

 

 

 

 

 

5.46

 

6,811 

 

0.05 

 

5.46 

 

6,811 

 

5.46 

 

4.62 - 5.09

 

79,596 

 

0.36 

 

4.83 

 

79,596 

 

4.83 

 

1.35

 

21,066 

 

0.83 

 

1.35 

 

21,066 

 

1.35 

 

1.48 - 1.63

 

93,450 

 

1.50 

 

1.50 

 

93,450 

 

1.50 

 

2.12 - 2.33

 

150,885 

 

2.76 

 

2.17 

 

150,885 

 

2.17 

 

 

 

351,808 

 

1.71 

 

2.61 

 

351,808 

 

2.61 

 

 

 

At December 27, 2014 and December 28, 2013, the aggregate intrinsic value of options exercisable and the intrinsic value of all options outstanding approximated $1,777,415 and $1,510,029, respectively.

 

2012 Long-Term Incentive Plan

 

On May 23, 2012, the Company held its annual meeting of stockholders at which the Company’s stockholders approved the 2012 Long-Term Incentive Plan (the “Plan”) which had previously been approved by the Board of Directors and recommended to the stockholders. The Plan is effective until May 23, 2022; provided, however, any awards issued prior to the Plan’s termination will remain outstanding in accordance with their terms. The Plan authorizes the issuance of 1,000,000 shares of the Company’s Class A Common Stock with certain officers being limited to receiving grants of 100,000 shares in any one year. Employees, contractors and non-employee directors of the Company and its subsidiaries are eligible to receive awards under the Plan. The following types of awards may be granted under the Plan:  (1) stock options (incentive and non-qualified); (2) stock appreciation rights; (3) restricted stock and restricted stock units; (4) dividend equivalent rights; (5) performance awards based on achieving specified performance goals; and (6) other awards.

 

The following table summarizes the activity for the unvested restricted stock:

 

 

 

 

Unvested

 

 

 

 

 

Restricted

 

Weighted - Average

 

 

 

Stock

 

Grant Date Fair Value

 

Unvested, December 29, 2012

 

 

 

Granted

 

145,784

 

3.98

 

Vested

 

(35,353

)

3.94

 

Unvested, December 28, 2013

 

110,431

 

3.99

 

Granted

 

60,896

 

6.87

 

Vested

 

(65,510

)

4.72

 

Unvested, December 27, 2014

 

105,817

 

5.19

 

 

 

The total fair value of shares vested and recognized as stock-based compensation expense during the years ended December 27, 2014 and December 28, 2013 was $309,527 and $141,847 respectively.

 

Beginning in 2012, as a part of annual director compensation, a stock award is paid to each of the Company’s outside directors equal to $27,500 divided by the closing sales price on the grant date. The grants are made in quarterly increments. Shares granted during 2014 and 2013 totaled 25,998 and 33,006, respectively.

 

Total unrecognized compensation expense related to all share-based awards outstanding at December 27, 2014, is approximately $549,642 and is to be recorded over a weighted-average contractual life of 1.77 years.

 

As of December 27, 2014, 761,078 shares were reserved for the granting of future share-based awards compared to 1,340,465 shares at December 28, 2013.