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Share-based Payment Arrangements
9 Months Ended
Sep. 25, 2021
Share-based Payment Arrangements
(2) Share-based Payment Arrangements
As of September 25, 2021, the Company has an employee equity incentive plan, the 2011 equity incentive plan (the “2011 EIP”). The Company also has a stock compensation plan for members of its Board of Directors, the Amended and Restated 2013 Directors Stock Compensation Plan (as amended and restated as of May 17, 2016, the “2013 DSCP”). 6,000,000 shares of the Company’s common stock were authorized for issuance under the 2011 EIP and 115,000 shares of the Company’s common stock were authorized for issuance under the 2013 DSCP. The 2011 EIP and 2013 DSCP are each referred to herein as a “Plan,” and, collectively, as the “Plans.” Amounts recognized in the financial statements with respect to these Plans are as follows (in thousands):
 
    
Thirty Nine Weeks Ended
    
Thirteen Weeks Ended
 
    
September 25,
    
September 26,
    
September 25,
    
September 26,
 
    
2021
    
2020
    
2021
    
2020
 
Total cost of the Plans during the period
   $ 18,717      $ 2,691      $ 7,824      $ 1,490  
Amount of related income tax benefit recognized during the period
     (5,636      (1,618      (1,919      (483
    
 
 
    
 
 
    
 
 
    
 
 
 
Net cost of the Plans during the period
   $ 13,081      $ 1,073      $ 5,905      $ 1,007  
    
 
 
    
 
 
    
 
 
    
 
 
 
Included in income tax benefits recognized in the thirty-nine-week periods ended September 25, 2021 and September 26, 2020 were excess tax benefits from stock-based awards of $1,039,000 and $927,000, respectively.
As of September 25, 2021, there were 56,782 shares of the Company’s common stock reserved for issuance under the 2013 DSCP and 3,505,880 shares of the Company’s common stock reserved for issuance under the 2011 EIP.
Restricted Stock Units
The following table summarizes information regarding the Company’s outstanding restricted stock unit (“RSU”) awards with either a performance condition or a market condition under the Plans:
 
    
Number of
    
Weighted Average
Grant Date
 
    
RSUs
    
Fair Value
 
Outstanding at December 26, 2020
     183,213      $ 93.44  
Granted
     46,103      $ 128.78  
Shares earned in excess of target
(1)
     7,132      $ 31.97  
Vested shares
     (24,600    $ 59.85  
Forfeited
     (2,688    $ 107.76  
    
 
 
          
Outstanding at September 25, 2021
     209,160      $ 102.90  
    
 
 
          
 
(1)
Represents shares earned in excess of target under the May 1, 2015 RSU award as total shareholder return exceeded the target under the award.
During the thirty-nine-week period ended September 25, 2021, the Company granted RSUs with a performance condition. Outstanding RSUs at both December 26, 2020 and September 25, 2021 include RSUs with a performance condition and RSUs with a market condition, as further described below and in the Company’s 2020 Annual Report on Form
10-K.
RSUs with a performance condition granted on January 29, 2021 may vest on January 31 of 2024, 2025 and 2026 based on growth in operating income and
pre-tax
income per diluted share from continuing operations as compared to the results from the 2020 fiscal year, adjusted to reflect the add back of
non-cash
impairment charges recorded in the Company’s 2020 fiscal year related to certain assets, primarily customer contract and related customer relationship intangible assets, held by the Company’s Mexican subsidiaries.
The Company recognized
 approximately $
16,223,000
and $
415,000
of share-based compensation expense related to RSU awards in the thirty-nine-week periods ended September 
25
,
2021
and September 
26
,
2020
, respectively. As of September 
25
,
2021
, there was a maximum of $
26.3
 million of total unrecognized compensation cost related to RSU awards granted under the Plans with an expected average remaining life of approximately
3.2
years. With respect to RSU awards with a performance condition, the amount of future compensation expense to be recognized will
be
determined based on future operating results.
 
Non-vested
Restricted Stock and Deferred Stock Units
The following table summarizes information regarding the Company’s outstanding shares of
non-vested
restricted stock and Deferred Stock Units (defined below) under the Plans:
 
    
Number of Shares

and Deferred Stock
Units
    
Weighted Average

Grant Date

Fair Value
 
Non-vested
at December 26, 2020
     60,440      $ 103.65  
Granted
     26,351      $ 150.20  
Vested
     (29,055    $ 104.35  
Forfeited
     (1,300    $ 97.81  
    
 
 
          
Non-vested
at September 25, 2021
     56,436      $ 125.16  
    
 
 
          
The fair value of each share of
non-vested
restricted stock issued and Deferred Stock Unit granted under the Plans is based on the fair value of a share of the Company’s common stock on the date of grant. Shares of
non-vested
restricted stock are generally subject to vesting in three equal annual installments either on the first, second and third anniversary of the date of the grant or the third, fourth and fifth anniversary of the date of the grant, or 100% on the first or fifth anniversary of the date of the grant. For restricted stock awards granted under the 2013
DSCP
plan, each recipient may elect to defer receipt of shares and instead receive restricted stock units (“Deferred Stock Units”), which represent contingent rights to receive shares of the Company’s common stock on the date of recipient separation from
service from
the Board of Directors, or, if earlier, upon a change in control event of the Company. Deferred Stock Units become vested 100% on the first anniversary of the date of the grant. Deferred Stock Units do not represent actual ownership in shares of the Company’s common stock and the recipient does not have voting rights or other incidents of ownership until the shares are issued. However, Deferred Stock Units do contain the right to receive dividend equivalent payments prior to settlement into shares.
As of September 
25
,
2021
, there was $
4,726,000
of total unrecognized compensation cost related to
non-vested
shares of restricted stock and Deferred Stock Units granted under the Plans. The unrecognized compensation cost related to these
non-vested
shares of restricted stock and Deferred Stock Units is expected to be recognized over a weighted average period of
2.0
years.
Stock Options
The following table summarizes information regarding the Company’s outstanding stock options under the Plans:
 
 
  
Number of
Options
 
  
Weighted 
Average
Exercise Price
 
per
Share
 
  
Weighted 
Average
Remaining
Contractual
Term 
(years)
 
  
Aggregate
 Intrinsic
Value (000s)
 
Options outstanding at December 26, 2020
  
 
17,650
 
  
$
54.16
 
  
 
 
 
  
 
 
 
Exercised
  
 
(6,480
  
$
52.68
 
  
 
 
 
  
 
 
 
 
  
 
 
 
  
 
 
 
  
 
 
 
  
 
 
 
Options outstanding at September 25, 2021
  
 
11,170
 
  
$
55.02
 
  
 
1.0
 
  
$
1,224
 
 
  
 
 
 
  
 
 
 
  
 
 
 
  
 
 
 
Options exercisable at September 25, 2021
  
 
11,170
 
  
$
55.02
 
  
 
1.0
 
  
$
1,224
 
 
  
 
 
 
  
 
 
 
  
 
 
 
  
 
 
 
The total intrinsic value
of
stock options exercised during the thirty-nine-week periods ended September 
25
,
2021
and September 
26
,
2020
was $
644,000
and $
1,599,000
, respectively.
As of September 
25
,
2021
, there was no unrecognized compensation cost related to stock options granted under the Plans.