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STOCKHOLDERS' EQUITY.
12 Months Ended
Dec. 31, 2016
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 years ended December 31, 2016 and December 26, 2015:

 

Declaration Date

 

Record Date

 

Paid Date

 

Per Share

 

March 3, 2015

 

March 17, 2015

 

March 24, 2015

 

$

0.025 

 

May 6, 2015

 

May 27, 2015

 

June 3, 2015

 

$

0.030 

 

August 5, 2015

 

August 24, 2015

 

August 31, 2015

 

$

0.030 

 

November 10, 2015

 

December 11, 2015

 

January 4, 2016

 

$

0.300 

 

March 2, 2016

 

March 16, 2016

 

March 23, 2016

 

$

0.030 

 

May 25, 2016

 

June 9, 2016

 

June 16, 2016

 

$

0.035 

 

August 10, 2016

 

August 24, 2016

 

August 31, 2016

 

$

0.035 

 

November 9, 2016

 

December 12, 2016

 

January 3, 2017

 

$

0.300 

 

 

Convertible Class B Common Stock

 

Class B Common Stock is convertible into Class A Common Stock on a one-for-one basis. During 2016, 54,371 shares of Class B Common Stock were converted into Class A Common Stock. During 2015, 29,467 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 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, December 29, 2013

 

535,431

 

2.79

 

Exercised

 

(183,623

)

3.15

 

 

 

 

 

 

 

Outstanding, December 27, 2014

 

351,808

 

2.61

 

Exercised

 

(182,548

)

3.15

 

 

 

 

 

 

 

Outstanding, December 26, 2015

 

169,260

 

2.02

 

Exercised

 

(151,410

)

2.01

 

 

 

 

 

 

 

Outstanding, December 31, 2016

 

17,850

 

2.12

 

 

 

 

 

 

 

 

The total intrinsic value of options exercised during the fiscal years ended 2016, 2015 and 2014 approximated $1,771,913, $218,599 and $349,478, respectively.

 

Information about stock options outstanding and exercisable at December 31, 2016 is as follows:

 

 

 

Outstanding

 

Exercisable

 

 

 

 

 

Weighted -

 

 

 

 

 

 

 

 

 

 

 

Average

 

Weighted -

 

 

 

Weighted -

 

 

 

 

 

Remaining

 

Average

 

 

 

Average

 

Range of

 

Number

 

Contractual

 

Exercise

 

Number

 

Exercise

 

Exercise Price

 

Outstanding

 

Life in Years

 

Price

 

Exercisable

 

Price

 

 

 

 

 

 

 

 

 

 

 

 

 

2.12

 

17,850 

 

0.75

 

2.12 

 

17,850 

 

2.12 

 

 

At December 31, 2016 and December 26, 2015, the aggregate intrinsic value of options exercisable and the intrinsic value of all options outstanding approximated $242,335 and $862,495, 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 “2012 Plan”) which had previously been approved by the Board of Directors and recommended to the stockholders. The 2012 Plan was replaced by the 2016 Long-Term Incentive Plan described below; provided, however, any awards issued prior to the 2012 Plan’s termination will remain outstanding in accordance with their terms. The 2012 Plan authorized the issuance of 1,050,000 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 were eligible to receive awards under the 2012 Plan. The following types of awards were permitted to be granted under the 2012 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.

 

2016 Long-Term Incentive Plan

 

On May 25, 2016, the Company held its annual meeting of stockholders at which the Company’s stockholders approved the 2016 Long-Term Incentive Plan (the “2016 Plan”) which had previously been approved by the Board of Directors and recommended to the stockholders. The 2016 Plan is effective until May 25, 2026; provided, however, any awards issued prior to the 2016 Plan’s termination will remain outstanding in accordance with their terms. The 2016 Plan authorizes the issuance of 1,000,000 shares of the Company’s Class A Common Stock (subject to increase of Prior Plan Awards as defined in the 2016 Plan) 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 2016 Plan. The following types of awards may be granted under the 2016 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, 2013

 

110,431

 

3.99

 

Granted

 

60,896

 

6.87

 

Vested

 

(65,510

)

4.72

 

 

 

 

 

 

 

Unvested, December 27, 2014

 

105,817

 

5.19

 

Granted

 

122,890

 

8.43

 

Vested

 

(98,518

)

5.95

 

Forfeited

 

(13,761

)

7.87

 

 

 

 

 

 

 

Unvested, December 26, 2015

 

116,428

 

7.66

 

Granted

 

113,992

 

8.00

 

Vested

 

(100,754

)

7.45

 

 

 

 

 

 

 

Unvested, December 31, 2016

 

129,666

 

8.12

 

 

 

 

 

 

 

 

The total fair value of shares vested and recognized as stock-based compensation expense during the years ended December 31, 2016 and December 26, 2015 was $750,454 and $585,723 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 2016 and 2015 totaled 18,182 and 24,409, respectively.

 

Total unrecognized compensation expense related to all share-based awards outstanding at December 31, 2016, was approximately $1,053,026 and is to be recorded over a weighted-average contractual life of 1.77 years.

 

As of December 31, 2016, 1,012,140 shares were reserved for the granting of future share-based awards compared to 627,540 shares at December 26, 2015.