XML 71 R19.htm IDEA: XBRL DOCUMENT v3.21.2
SHAREHOLDERS' EQUITY
9 Months Ended
Oct. 02, 2021
Stockholders' Equity Note [Abstract]  
SHAREHOLDERS' EQUITY SHAREHOLDERS’ EQUITY
Repurchase of Common Stock

At a meeting of the Board of Directors on October 25, 2019, the Company's Board of Directors approved the authorization to purchase up to $250.0 million of shares. The Company did not repurchase and retire any common stock during the three and nine months ended October 2, 2021. For the nine months ended September 26, 2020, the Company repurchased and retired 315,072 shares of its common stock at an average cost of $79.38 for a total cost of $25.0 million.

As of October 2, 2021, there was approximately $210.0 million in common stock available for repurchase under the October 2019 program.

Share-Based Compensation

The Company recognized approximately $3.7 million and $2.7 million in share-based compensation expense for the three months ended October 2, 2021 and September 26, 2020, respectively. Share-based compensation expense was $11.5 million and $8.2 million for the nine months ended October 2, 2021 and September 26, 2020, respectively. The total income tax benefit recognized in the Condensed Consolidated Statements of Income for share-based compensation expense was $0.7 million and $0.6 million for the three months ended October 2, 2021 and September 26, 2020, respectively. The total income tax benefit recognized in the Condensed Consolidated Statements of Income for share-based compensation expense was $2.0 million and $1.7 million for the nine months ended October 2, 2021 and September 26, 2020, respectively. The Company recognizes compensation expense on grants of share-based compensation awards on a straight-line basis over the vesting period of each award. As of October 2, 2021, total unrecognized compensation cost related to share-based compensation awards was approximately $21.1 million, net of estimated forfeitures, which the Company expects to recognize over a weighted average period of approximately 1.8 years.

Approximately 1.6 million shares were available for future grant under the 2018 Equity Incentive Plan as of October 2, 2021.

Stock Appreciation Rights
The Company uses stock settled stock appreciation rights (“SARs”) as a form of share-based incentive awards. SARs are the right to receive stock in an amount equal to the appreciation in value of a share of stock over the base price per share. Shares granted prior to fiscal 2020 generally vest over five years on the anniversary date while shares granted in or after fiscal 2020 generally vest over three years on the anniversary date of the grant date. Generally all grants expire 10 years from the grant date. All grants are made at prices equal to the fair market value of the stock on the grant date. For the nine months ended October 2, 2021 and September 26, 2020, expired and canceled shares were immaterial.
The following table presents share-based compensation activity for the nine months ended October 2, 2021 and September 26, 2020 (in millions):
October 2, 2021September 26, 2020
Total Intrinsic Value of Share-Based Incentive Awards Exercised$7.5 $5.7 
Cash Received from Stock Option Exercises0.1 0.2 
Income Tax Benefit from the Exercise of SARs2.2 0.4 
Total Fair Value of Share-Based Incentive Awards Vested4.2 1.8 
The following table presents assumptions used in the Company's Black-Scholes valuation related to grants of SARs:
20212020
Per share weighted average fair value of grants$37.43 $21.23 
Risk-free interest rate0.6 %1.5 %
Expected life (years)5.07.0
Expected volatility32.5 %25.2 %
Expected dividend yield0.9 %1.4 %

The average risk-free interest rate is based on the US Treasury security rate as of the grant date. The expected dividend yield is based on the projected annual dividend as a percentage of the estimated market value of the Company's common stock as of the grant date. The Company estimated the expected volatility using a weighted average of daily historical volatility of the Company's stock price over the expected term of the award. The Company estimated the expected term using historical data.

The following table presents a summary of share-based incentive plan grant activity for the nine months ended October 2, 2021.
Number of Shares Under SARsSharesWeighted Average Exercise PriceWeighted Average Remaining Contractual Term (Years)Aggregate Intrinsic Value (in millions)
Outstanding as of January 2, 2021577,509 $79.35 7.0$25.1 
Granted114,099 134.18 
Exercised(112,276)76.76 
Forfeited(31,164)91.20 
Expired(4,050)72.29 
Outstanding as of October 2, 2021544,118 $87.72 7.3$34.2 
Exercisable as of October 2, 2021233,107 $72.40 5.8$18.2 

Compensation expense recognized related to SARs was $3.1 million for the nine months ended October 2, 2021.
As of October 2, 2021, there was $6.4 million of unrecognized compensation cost related to non-vested SARs that is expected to be recognized as a charge to earnings over a weighted average period of 2.1 years.

The number of SARs expected to vest is materially consistent with those outstanding and not yet exercisable.
Restricted Stock Awards and Restricted Stock Units
Restricted stock awards ("RSA") and restricted stock units ("RSU") consist of shares or the rights to shares of the Company's stock. The awards are restricted such that they are subject to substantial risk of forfeiture and to restrictions on their sale or other transfer. As defined in the individual grant agreements, acceleration of vesting may occur under a change in control, death or disability.
The following table presents a summary of RSA award activity for the nine months ended October 2, 2021:
SharesWeighted Average Fair Value at Grant DateWeighted Average Remaining Contractual Term (Years)
Unvested RSAs as of January 2, 202116,280 $70.05 0.3
Granted7,760 149.50 
Vested(16,280)70.05 
Unvested RSAs as of October 2, 20217,760 $149.50 0.6

RSAs vest on the first anniversary of the grant date, provided the holder of the shares is continuously employed by or in the service of the Company until the vesting date. Compensation expense recognized related to the RSAs was $0.9 million for the nine months ended October 2, 2021.
As of October 2, 2021, there was $0.7 million of unrecognized compensation cost related to non-vested RSAs that is expected to be recognized as a charge to earnings over a weighted average period of 0.6 years.
The following table presents a summary of RSU award activity for the nine months ended October 2, 2021:
SharesWeighted Average Fair Value at Grant DateWeighted Average Remaining Contractual Term (Years)
Unvested RSUs as of January 2, 2021164,398 $81.16 1.7
Granted50,186 136.07 
Vested(65,708)79.64 
Forfeited(10,041)88.57 
Unvested RSUs as of October 2, 2021138,835 $100.54 1.9
RSUs granted prior to fiscal 2020 vest on the third anniversary of the grant date while RSUs granted in or after fiscal 2020 vest one third each year on the anniversary of the grant date, provided the holder of the RSUs is continuously employed by the Company until the vesting date. Compensation expense recognized related to the RSUs was $4.8 million for the nine months ended October 2, 2021.
As of October 2, 2021, there was $8.7 million of unrecognized compensation cost related to non-vested RSUs that is expected to be recognized as a charge to earnings over a weighted average period of 1.9 years.
Performance Share Units
Performance share units ("PSU") consist of shares or the rights to shares of the Company's stock which are awarded to employees of the Company. These shares are payable upon the determination that the Company achieved certain established performance targets and can range from 0% to 200% of the targeted payout based on the actual results. PSUs have a performance period of 3 years and vest 3 years from the grant date and are issued at a performance target of 100%. The PSUs have performance criteria based on a return on invested capital metric or they have performance criteria using returns relative to the Company's peer group. As set forth in the individual award agreements, acceleration of vesting may occur under a change in control, death or disability. There are no voting rights associated with these instruments until vesting occurs and a share of stock is issued. Some of the PSU awards are valued using a Monte Carlo simulation method as of the grant date while others are valued using the closing market price as of the grant date depending on the performance criteria for the award.

The assumptions used in the Company's Monte Carlo simulation were as follows:
20212020
Risk-free interest rate0.2 %1.4 %
Expected life (years)3.03.0
Expected volatility37.0 %24.0 %
Expected dividend yield0.9 %1.4 %

The following table presents a summary of PSU activity for the nine months ended October 2, 2021:
SharesWeighted Average Fair Value at Grant DateWeighted Average Remaining Contractual Term (Years)
Unvested PSUs as of January 2, 202187,522 $97.59 1.8
Granted33,343 121.56 
Vested(10,891)91.65 
Forfeited(14,316)87.15 
Unvested PSUs as of October 2, 202195,658 $109.70 1.7
Compensation expense for awards granted is recognized based on the grant issuance value or the expected payout ratio depending upon the performance criterion for the award, net of estimated forfeitures. Compensation expense recognized related to PSUs was $2.7 million for the nine months ended October 2, 2021. Total unrecognized compensation expense for all PSUs granted as of October 2, 2021 is estimated to be $5.3 million which is expected to be recognized as a charge to earnings over a weighted average period of 1.7 years.