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Stock-Based Compensation
12 Months Ended
Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
Our shareholders previously approved the Lancaster Colony Corporation 2015 Omnibus Incentive Plan (the “2015 Plan”). The 2015 Plan reserved 1,500,000 common shares for issuance to our employees and directors. All awards granted under this plan will be exercisable at prices not less than fair market value as of the date of the grant. The vesting period for awards granted under this plan varies as to the type of award granted, and the maximum term of these awards is seven years.
We recognize compensation expense over the requisite service period of the grant. Compensation expense is reflected in Cost of Sales or Selling, General and Administrative Expenses based on the grantees’ salaries expense classification. We estimate a forfeiture rate based on historical experience.
Stock-Settled Stock Appreciation Rights
Prior to 2022, we used periodic grants of stock-settled stock appreciation rights (“SSSARs”) as a vehicle for rewarding certain employees with long-term incentives for their efforts in helping to create long-term shareholder value. We calculated the fair value of SSSARs grants using the Black-Scholes option-pricing model. Our policy is to issue shares upon SSSARs exercise from new shares that had been previously authorized.
In 2021, we granted SSSARs to various employees under the terms of the plan. The following table summarizes information relating to these grants:
2021
SSSARs granted124 
Weighted average grant date fair value per right$36.24 
Weighted average assumptions used in fair value calculations:
Risk-free interest rate0.51 %
Dividend yield1.69 %
Volatility factor of the expected market price of our common stock28.63 %
Expected life in years4.55
For these grants, the volatility factor was estimated based on actual historical volatility of our stock for a time period equal to the term of the SSSARs. The expected average life was determined based on historical exercise experience for this type of grant. The SSSARs we granted generally vest over a 3-year period whereby one-third vests on the first anniversary of the grant date, one-third vests on the second anniversary of the grant date and one-third vests on the third anniversary of the grant date.
The following table summarizes our SSSARs compensation expense and tax benefits recorded for each of the years ended June 30:
202320222021
Compensation expense$1,972 $3,566 $3,568 
Tax benefits$216 $749 $749 
Intrinsic value of exercises$3,873 $317 $6,187 
The total fair values of SSSARs vested for each of the years ended June 30 were as follows:
202320222021
Fair value of vested rights$2,611 $4,095 $3,404 
The following table summarizes the activity relating to SSSARs granted under the plan for the year ended June 30, 2023:
Number of
Rights
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Life in
Years
Aggregate
Intrinsic
Value
Outstanding at beginning of year393 $158.12 
Exercised(225)$152.46 
Granted $ 
Forfeited(13)$165.36 
Outstanding at end of year155 $165.77 2.15$5,463 
Exercisable and vested at end of year122 $162.57 2.01$4,709 
Vested and expected to vest at end of year155 $165.77 2.15$5,463 
The following table summarizes information about the SSSARs outstanding by grant year at June 30, 2023:
 OutstandingExercisable
   Weighted Average  
Grant YearsRange of
Exercise Prices
Number
Outstanding
Remaining
Contractual
Life in
Years
Exercise
Price
Number
Exercisable
Weighted
Average
Exercise
Price
2021
$167.18-$187.30
782.64$177.7945$177.76
2020
$153.71-$154.22
761.66$153.7176$153.71
2019
$154.48
10.66$154.481$154.48
At June 30, 2023, there was $0.8 million of unrecognized compensation expense related to SSSARs that we will recognize over a weighted-average period of 1 year.
Restricted Stock
We use periodic grants of restricted stock as a vehicle for rewarding our nonemployee directors and certain employees with long-term incentives for their efforts in helping to create long-term shareholder value.
In 2023, 2022 and 2021, we granted shares of restricted stock to various employees under the terms of the plan. The following table summarizes information relating to these grants:
202320222021
Employees
Restricted stock granted29 30 17 
Grant date fair value$4,448 $5,691 $2,918 
Weighted average grant date fair value per award$154.80 $189.12 $177.89 
The restricted stock under these employee grants vests 3 years after the grant date. Under the terms of our grants, employees receive dividends on unforfeited restricted stock regardless of their vesting status.
In 2023, 2022 and 2021, we also granted shares of restricted stock to our nonemployee directors under the terms of the plan. The following table summarizes information relating to each of these grants:
202320222021
Nonemployee directors
Restricted stock granted4 
Grant date fair value$919 $799 $774 
Weighted average grant date fair value per award$203.34 $162.15 $172.89 
The restricted stock under these nonemployee director grants generally vests 1 year after the grant date. All of the shares granted during 2023 are expected to vest. Dividends earned on the stock during the vesting period will be paid to the directors at the time the stock vests.
The following table summarizes our restricted stock compensation expense and tax benefits recorded for each of the years ended June 30:
202320222021
Compensation expense$4,432 $4,942 $3,558 
Tax benefits$677 $1,038 $747 
The total fair values of restricted stock vested for each of the years ended June 30 were as follows:
202320222021
Fair value of vested shares$4,996 $2,772 $3,148 
The following table summarizes the activity relating to restricted stock granted under the plan for the year ended June 30, 2023:
Number of
Shares
Weighted
Average Grant
Date Fair Value
Unvested restricted stock at beginning of year74 $172.27 
Granted33 $161.40 
Vested(32)$156.89 
Forfeited(10)$171.29 
Unvested restricted stock at end of year65 $174.62 
At June 30, 2023, there was $5.1 million of unrecognized compensation expense related to restricted stock that we will recognize over a weighted-average period of 2 years.
Performance Units
Beginning in 2022, we use periodic grants of performance units as a vehicle for rewarding certain employees with long-term incentives for their efforts in helping to create long-term shareholder value. These performance units are based on two performance metrics, with equal weightings, as follows:
a market condition based on relative total shareholder return versus the S&P 1500 Packaged Foods & Meats Index; and
a performance condition based on revenue growth over the applicable performance period.
These performance units will vest 3 years after the grant date and will be settled in shares of common stock equal to the number of performance units granted multiplied by a percentage between 0% and 200% depending on the achievement of the above-noted performance metrics over the 3-year performance period. Our policy is to issue shares upon the vesting of performance units from new shares that had been previously authorized. Dividend equivalents earned during the vesting period will be paid at the time the awards vest.
In 2023 and 2022, we granted performance units to various employees under the terms of the plan. The following table summarizes information relating to these grants:
20232022
Performance units granted26 20 
Grant date fair value$4,572 $4,151 
Weighted average grant date fair value per award$173.73 $201.67 
For our performance units with a performance condition, the grant-date fair value is equal to the closing price of our common stock on the grant date. For our performance units with a market condition, the grant-date fair value is estimated using a Monte Carlo simulation. The assumptions used in the Monte Carlo simulation were as follows:
20232022
Risk-free interest rate3.18 %0.41 %
Dividend yield2.08 %1.65 %
Volatility factor of the expected market price of our common stock32.20 %31.30 %
The following table summarizes our performance units compensation expense and tax benefits recorded for each of the years ended June 30:
20232022
Compensation expense$2,678 $1,055 
Tax benefits$355 $222 
The following table summarizes the activity relating to performance units granted under the plan for the year ended June 30, 2023:
Number of
Units
Weighted
Average Grant
Date Fair Value
Unvested performance units at beginning of year19 $201.65 
Granted26 $173.73 
Vested $ 
Forfeited(5)$186.60 
Unvested performance units at end of year40 $185.39 
At June 30, 2023, there was $4.2 million of unrecognized compensation expense related to performance units that we will recognize over a weighted-average period of 2 years.