G. STOCK COMPENSATION PLANS

The Company has one active stock-based compensation plan: the 2006 Incentive Compensation Plan (as amended and restated effective as of August 1, 2013, the “2006 Plan”). Under the terms of the 2006 Plan, up to 7,250,000 shares of common stock are available for the granting of awards; provided, however, that the maximum number of those shares that may be subject to the granting of awards other than stock options and stock appreciation rights cannot exceed 4,250,000 shares. The terms of the 2006 Plan provide for grants of stock options, stock appreciation rights, restricted stock, deferred stock, other stock-related awards and performance awards that may be settled in cash, stock or other property.

The 2006 Plan is administered by the Compensation Committee, all of the members of which are non-employee directors who qualify as independent under the listing standards of the Nasdaq Global Select Market. The Compensation Committee is authorized to make all determinations with respect to amounts and conditions covering awards. Options are not granted at a price less than fair value on the date of the grant. Options granted to employees and executives typically vest over three years and options granted to non-employee directors vest over two years. Generally, options expire ten years from the date of grant.

2006 Plan—Stock Option and Restricted Share Award Activity

Stock Option Activity

The following table summarizes stock option activity under the 2006 Plan for fiscal 2015:

	Number of Shares			Weighted-average exercise price per option		Weighted-average remaining contractual term	Aggregate intrinsic value
Stock Options
Outstanding options at beginning of year		2,747,802		$	4.97
Options granted		63,242		$	5.84
Options canceled		(60,287	)	$	5.04
Options exercised		(22,136	)	$	4.59

Outstanding options at end of year		2,728,621		$	5.00	7.0 years	$	123,181
Options exercisable at end of year		1,040,220		$	4.88	6.3 years	$	103,513
Vested and expected to vest at end of year		1,547,453		$	4.94	6.7 years	$	123,181

The intrinsic value of options exercised was immaterial in fiscal 2015 and fiscal 2014.

Non-Vested Share Activity

The following table summarizes activity for non-vested shares under the 2006 Plan for fiscal 2015:

	Restricted shares			Deferred shares ⁽¹⁾		Fully-vested shares ⁽²⁾			Total number of shares			Weighted-average grant-date fair value ⁽³⁾
Shares
Outstanding non-vested shares at beginning of year		1,685,290			11,238		—			1,696,528		$	5.09
Shares granted		25,192			20,349		59,466			105,007		$	5.19
Shares vested/issued		(390,339	)		—		(59,466	)		(449,805	)	$	5.10
Shares canceled		—			—		—			—			—
Outstanding non-vested shares at end of year		1,320,143			31,587		—			1,351,730		$	5.09
Vested and expected to vest at end of year		377,813			31,587		—			409,400		$	5.10

(1)

During fiscal 2015, the Company granted 20,349 shares of deferred stock, with a fair of approximately $104,889, to certain directors as compensation in lieu of cash, in accordance with their irrevocable elections. The shares of deferred stock vest three years from the date of grant or at separation of service, based on the irrevocable election of each director.

(2)

During fiscal 2015, the Company granted 59,466 shares of stock, with a fair value of approximately $306,669 to certain directors as compensation in lieu of cash, in accordance with their irrevocable elections. Beginning in fiscal 2015, directors are required to elect 50% of their quarterly retainer in equity. All shares paid to directors to satisfy this election are issued from the Company’s 2006 Plan. Any shares in excess of the minimum required election are issued from the Company’s Non-Employee Director Stock Purchase Plan.

(3)	The fair value of a restricted share, deferred share and fully-vested share is equal to the Company’s closing stock price on the date of grant.

Approximately $5.3 million of the total unrecognized stock compensation cost of $8.0 million is related to restricted shares unvested at January 30, 2016. Approximately $4.8 million of the $5.3 million of unrecognized stock compensation is tied to performance-based awards, which were not deemed probable at January 30, 2016. The remaining $0.5 million of unrecognized stock compensation is tied to time-based awards and is expected to be recognized over a weighted-average period of 12 months.

Share Availability Under the 2006 Plan

At January 30, 2016, the Company has 1,014,685 shares available for future grant under the 2006 Plan. Of this amount, 910,279 shares remain available for awards other than options and stock appreciation rights. The 2006 Plan will expire July 31, 2016.

1992 Plan—Stock Option Activity

At January 30, 2016, no grants remain outstanding under the Company’s 1992 Stock Incentive Plan (as amended, the “1992 Plan”). The following table summarizes the final stock option activity under the 1992 Plan for fiscal 2015:

	Number of Shares			Weighted-average exercise price per option
Stock Options
Outstanding options at beginning of year		217,500		$	7.01
Options granted		—			—
Options expired		(216,500	)	$	7.01
Options canceled		(1,000	)	$	7.38
Options exercised		—			—

Outstanding options at end of year		—		$	—

Non-Employee Director Compensation Plan

In January 2010, the Company established a Non-Employee Director Stock Purchase Plan to provide a convenient method for its non-employee directors to acquire shares of the Company’s common stock at fair market value by voluntarily electing to receive shares of common stock in lieu of cash for service as a director. The substance of this plan is now encompassed within the Company’s Amended and Restated Non-Employee Director Compensation Plan, most recently amended January 28, 2016.

Beginning in fiscal 2015, the non-employee directors are required to take 50% of their annual retainer, which is paid quarterly, in equity. Any shares of stock, deferred stock or stock options issued to a director as part of this 50% requirement will be issued from the Company’s 2006 Plan. Only discretionary elections of equity will be issued from the Non-Employee Director Compensation Plan.

The following shares of common stock, with the respective fair value, were issued to its non-employee directors as compensation for fiscal 2015, fiscal 2014 and fiscal 2013:

	Number of shares of common stock issued		Fair value of common stock issued
Fiscal 2015		24,947	$	127,734
Fiscal 2014		40,910	$	213,749
Fiscal 2013		43,541	$	255,884