Note 9 - Stock-based Compensation

3 Months Ended

Mar. 28, 2020

Notes to Financial Statements

Share-based Payment Arrangement [Text Block]

Total stock-based compensation expense included in our Consolidated Statements of Operations is presented in the following table:

	Three Months Ended
	March 28,		March 30,
(In thousands)	2020		2019
Cost of revenue	$	591	$	202
Research and development		2,594		1,125
Selling, general, and administrative		5,543		2,359
Total stock-based compensation	$	8,728	$	3,686

Market-Based and Performance-Based Stock Compensation

In 2018 and 2019, we granted awards of RSUs with either a market condition or a performance condition to certain executives, as more fully described in our 2019 10-K. During the first quarter of fiscal 2020, the Board of Directors approved a modification to the market condition measurement periods associated with the unvested portions of certain of the Company’s awards with a market condition that were granted prior to fiscal 2020. The modification extended the duration of the measurement period by adjusting the beginning date of each measurement period to the original grant date, resulting in approximately $1.8 million additional stock compensation expense during the first quarter of fiscal 2020.

In the first quarter of fiscal 2020, we granted awards of RSUs with a market condition to certain executives. Under the terms of these grants, the RSUs with a market condition vest and become payable over a three-year period based on the Company’s total shareholder return ("TSR") relative to the Russell 2000 index, which condition is tested for one-half of the grants on the second and third anniversary of the grant date. If the 75^th percentile of the market condition is achieved, the awards may vest at 250% or 200%, depending upon the executive, with 100% of the units vesting at the 55^th percentile, zero vesting if relative TSR is below the 25^th percentile, and vesting scaling for achievement between the 25^th and 75^th percentile.

During the first quarter of fiscal 2020, the market condition for awards granted to certain executives in the previous year exceeded the 75^th percentile of the condition, and the first tranche of these awards vested at 200%. As of March 28, 2020, the Company had generated the specified "adjusted" EBITDA levels on a trailing four quarter basis for two consecutive trailing four-quarter periods, and the first tranche of 33.3% of the base number of the awards with an EBITDA performance condition qualified for vesting. For our awards with a market condition or a performance condition, we incurred stock compensation expense, including the effect of the modification in the current quarter, of approximately $4.2 million and $0.9 million in the first quarter of fiscal 2020 and fiscal 2019, respectively, which is recorded as a component of total stock-based compensation expense.

The following table summarizes the activity for our awards with a market condition or performance condition during the first three months of fiscal 2020:

(Shares in thousands)	Total
Balance, December 28, 2019		1,163
Granted		349
Effect of vesting multiplier		91
Vested		(182	)
Balance, March 28, 2020		1,421