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Stock-Based Compensation
9 Months Ended
Oct. 31, 2020
Share Based Compensation [Abstract]  
Stock-Based Compensation

Note 5 - Stock-Based Compensation

At our 2017 annual meeting of shareholders, our shareholders approved a new equity incentive plan, the Shoe Carnival, Inc. 2017 Equity Incentive Plan (the “2017 Plan”), which replaced our 2000 Stock Option and Incentive Plan, as amended (the “2000 Plan”).  Under the 2017 Plan, we may issue stock units, restricted stock, stock appreciation rights, stock options and other stock-based awards to eligible participants.  According to the terms of the 2017 Plan, no further awards may be made under the 2000 Plan.  A maximum of 1,000,000 shares of our common stock are available for issuance and sale under the 2017 Plan.  In addition, any shares of our common stock subject to an award granted under the 2017 Plan, or to an award granted under the 2000 Plan that was outstanding on the date our shareholders approved the 2017 Plan, that expires, is cancelled or forfeited, or is settled for cash will, to the extent of such cancellation, forfeiture, expiration or cash settlement, automatically become available for future awards under the 2017 Plan.

Stock-based compensation includes restricted stock units and performance stock units, restricted stock awards, and cash-settled stock appreciation rights. Additionally, we recognize stock-based compensation expense for the discount on shares sold to employees through our employee stock purchase plan. For the thirteen and thirty-nine weeks ended October 31, 2020, stock-based compensation expense for the employee stock purchase plan was $8,000 before the income tax benefit of $2,000 and $27,000 before the income tax benefit of $6,000, respectively.  For the thirteen and thirty-nine weeks ended November 2, 2019, stock-based compensation expense for the employee stock purchase plan was $8,000 before the income tax benefit of $2,000 and $25,000 before the income tax benefit of $5,000, respectively.

Share-Settled Equity Awards

The following table summarizes transactions for our restricted stock units and performance stock units pursuant to our stock-based compensation plans:

 

 

 

Number of

Shares

 

 

Weighted-

Average Grant

Date Fair Value

 

Restricted stock units and performance stock units at

   February 1, 2020

 

 

263,135

 

 

$

29.44

 

Granted

 

 

158,439

 

 

 

14.88

 

Vested

 

 

(164,099

)

 

 

26.80

 

Forfeited or expired

 

 

(1,717

)

 

 

31.94

 

Restricted stock units and performance stock units at

   October 31, 2020

 

 

255,758

 

 

$

22.10

 

 

The total fair value at grant date of restricted stock units and performance stock units that vested during the thirty-nine weeks ended October 31, 2020 and November 2, 2019 was $4.4 million and $2.3 million, respectively. The weighted-average grant date fair value of restricted stock units and performance stock units granted during the thirty-nine weeks ended October 31, 2020 and November 2, 2019 was $14.88 and $31.29, respectively.

 

The following table summarizes transactions for our restricted stock awards pursuant to our stock-based compensation plans:

 

 

 

Number of

Shares

 

 

Weighted-

Average Grant

Date Fair Value

 

Restricted stock at February 1, 2020

 

 

67,435

 

 

$

24.23

 

Granted

 

 

12,045

 

 

 

24.91

 

Vested

 

 

(52,619

)

 

 

24.20

 

Forfeited or expired

 

 

(14,816

)

 

 

24.37

 

Restricted stock at October 31, 2020

 

 

12,045

 

 

$

24.91

 

 

The total fair value at grant date of restricted stock awards that vested during the thirty-nine weeks ended October 31, 2020 and November 2, 2019 was $1.3 million and $17.0 million, respectively. The weighted-average grant date fair value of restricted stock awards granted during the thirty-nine weeks ended October 31, 2020 and November 2, 2019 was $24.91 and $26.58, respectively.  

The following table summarizes information regarding stock-based compensation expense recognized for all share-settled equity awards (restricted stock units, performance stock units and restricted stock awards):

 

(In thousands)

 

Thirteen

Weeks Ended October 31, 2020

 

 

Thirteen

Weeks Ended November 2, 2019

 

 

Thirty-nine

Weeks Ended October 31, 2020

 

 

Thirty-nine

Weeks Ended November 2, 2019

 

Stock-based compensation expense before the

   recognized income tax effect

 

$

797

 

 

$

1,655

 

 

$

2,667

 

 

$

5,043

 

Income tax effect

 

$

213

 

 

$

412

 

 

$

613

 

 

$

1,055

 

 

Included in the thirty-nine week period ended October 31, 2020 was a tax expense of $81,000 in connection with the vesting of stock-based compensation. The thirty-nine week period ended November 2, 2019 included a tax benefit in connection with the vesting of stock-based compensation of approximately $2.0 million.  As of October 31, 2020, approximately $2.6 million of unrecognized compensation expense remained related to our restricted stock units, performance stock units and service-based restricted stock awards. The cost is expected to be recognized over a weighted average period of approximately 1.4 years.

Cash-Settled Stock Appreciation Rights

Cash-settled stock appreciation rights (“SARs”) are granted to certain non-executive employees. Each SAR entitles holders, upon exercise of their vested shares, to receive cash in an amount equal to the closing price of our stock on the date of exercise less the exercise price, with a maximum amount of gain defined.  The SARs granted during the first quarter of fiscal 2020 will vest and become fully exercisable on March 31, 2021 and any unexercised SARs will expire on March 31, 2023.  SARs granted during the first quarter of fiscal 2019 vested and became fully exercisable on March 31, 2020 and any unexercised SARs will expire on March 31, 2022.  The SARs issued have a defined maximum gain of $10.00 over the exercise price of $13.79 for awards granted in fiscal 2020 and over the exercise price of $34.95 for awards granted in fiscal 2019.

The following table summarizes the SARs activity:

 

 

 

Number of

Shares

 

 

Weighted-

Average

Exercise Price

 

 

Weighted-

Average

Remaining

Contractual

Term (Years)

 

Outstanding at February 1, 2020

 

 

43,200

 

 

$

34.95

 

 

 

 

 

Granted

 

 

43,000

 

 

 

13.79

 

 

 

 

 

Forfeited or expired

 

 

(3,400

)

 

 

32.46

 

 

 

 

 

Exercised

 

 

(2,400

)

 

 

34.95

 

 

 

 

 

Outstanding at October 31, 2020

 

 

80,400

 

 

$

23.74

 

 

 

1.9

 

 

The fair value of these liability awards are remeasured, using a trinomial lattice model, at each reporting period until the date of settlement. Increases or decreases in stock-based compensation expense are recognized over the vesting period, or immediately for vested awards. The weighted-average fair value of outstanding, non-vested SAR awards as of October 31, 2020 was $8.54.

The fair value was estimated using a trinomial lattice model with the following assumptions:

 

 

 

October 31, 2020

 

 

November 2, 2019

 

Risk free interest rate yield curve

 

0.08% - 0.38%

 

 

1.53% - 1.58%

 

Expected dividend yield

 

1.2%

 

 

1.0%

 

Expected volatility

 

64.09%

 

 

50.03%

 

Maximum life

 

1.9 Years

 

 

2.4 Years

 

Exercise multiple

 

 

1.29

 

 

 

1.29

 

Maximum payout

 

$

10.00

 

 

$

10.00

 

Employee exit rate

 

2.2% - 9.0%

 

 

2.2% - 9.0%

 

 

The risk free interest rate was based on the U.S. Treasury yield curve in effect at the end of the reporting period. The expected dividend yield was based on our historical quarterly cash dividends, with the assumption that quarterly dividends would continue at that rate. Expected volatility was based on the historical volatility of our common stock. The exercise multiple and employee exit rate were calculated based on historical option data.

The following table summarizes information regarding stock-based compensation expense recognized for SARs:

 

(In thousands)

 

Thirteen

Weeks Ended October 31, 2020

 

 

Thirteen

Weeks Ended November 2, 2019

 

 

Thirty-nine

Weeks Ended October 31, 2020

 

 

Thirty-nine

Weeks Ended November 2, 2019

 

Stock-based compensation expense before the

   recognized income tax effect

 

$

183

 

 

$

104

 

 

$

187

 

 

$

139

 

Income tax effect

 

$

49

 

 

$

26

 

 

$

43

 

 

$

29

 

 

As of October 31, 2020, approximately $145,000 in unrecognized compensation expense remained related to non-vested SARs. This expense is expected to be recognized over a period of approximately 0.4 years.