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Stock-based Compensation Plans
12 Months Ended
Sep. 30, 2020
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]  
Stock-based Compensation Plans

8.  Stock-based Compensation Plans

The Company has stock-based compensation plans under which it grants stock options, restricted stock awards, restricted stock units and deferred stock units. Stock-based compensation expense was reported as follows in the consolidated statements of operations:

 

 

 

Fiscal Year

 

(In thousands)

 

2020

 

 

2019

 

 

2018

 

Product costs

 

$

119

 

 

$

135

 

 

$

69

 

Research and development

 

 

896

 

 

 

876

 

 

 

801

 

Selling, general and administrative

 

 

4,438

 

 

 

4,066

 

 

 

3,937

 

Total stock-based compensation expense

 

$

5,453

 

 

$

5,077

 

 

$

4,807

 

As of September 30, 2020, approximately $7.4 million of total unrecognized compensation costs related to non-vested awards is expected to be recognized over a weighted average period of approximately 2.2 years.

Under the 2019 Equity Incentive Plan (“2019 Plan”), the Company is authorized to issue 1,100,000 shares, plus the number of shares pursuant to any awards granted under the 2009 Equity Incentive Plan (“2009 Plan”) that were outstanding on the effective date of the 2019 Plan that expire, are cancelled or forfeited, or are settled for cash. As of September 30, 2020, there were approximately 839,000 shares available for future equity awards under the 2019 Plan, including stock options, restricted stock, restricted stock units, and deferred stock units.

Stock Option Awards

The Company grants non-qualified stock options at fair market value on the grant date to certain key employees and members of the Board. The Company uses the Black-Scholes option pricing model to determine the fair value of stock options as of the date of each grant. Stock option fair value assumptions and the weighted average fair value of stock options granted were as follows:

 

 

 

Fiscal Year

 

 

 

2020

 

 

2019

 

 

2018

 

Stock option fair value assumptions:

 

 

 

 

 

 

 

 

 

 

 

 

Risk-free interest rates

 

 

1.41

%

 

 

2.75

%

 

 

2.18

%

Expected life (years)

 

4.6

 

 

4.5

 

 

4.8

 

Expected volatility

 

 

39

%

 

 

34

%

 

 

33

%

Dividend yield

 

 

%

 

 

%

 

 

%

Weighted average grant date fair value of stock

    options granted

 

$

14.13

 

 

$

17.89

 

 

$

10.91

 

The risk-free interest rate assumption is based on the U.S. Treasury’s rates for U.S. Treasury zero-coupon bonds with maturities similar to those of the expected term of the awards. The expected life of options granted is determined based on the Company’s experience. Expected volatility is based on the Company’s stock price movement over a period approximating the expected term. Based on management’s judgment, dividend yields are expected to be zero for the expected life of the options.

With respect to members of the Board, non-qualified stock options generally become exercisable on a monthly pro-rata basis within the one-year period following the date of grant. With respect to employees, non-qualified stock options generally become exercisable at a 25% rate on each of the first four anniversaries following the grant date. Non-qualified stock options generally expire in seven years or upon, or shortly after, termination of employment or service as a Board member. The stock-based compensation table above includes stock option expenses recognized related to these awards, which totaled $2.5 million, $2.2 million and $1.6 million in fiscal 2020, 2019 and 2018, respectively.

As of September 30, 2020, the aggregate intrinsic value of the option shares outstanding and option shares exercisable was $6.8 million and $5.8 million, respectively. As of September 30, 2020, the weighted average remaining contractual life of options outstanding and options exercisable was 4.3 years and 3.2 years, respectively. The total pre-tax intrinsic value of options exercised was $2.0 million, $0.3 million and $12.1 million in fiscal 2020, 2019 and 2018, respectively. The intrinsic value represents the difference between the exercise price and the fair market value of the Company’s common stock on the last day of the respective fiscal year end.

Stock option activity was as follows:

(In thousands, except per share data)

 

Number of

Shares

 

 

Weighted

Average

Exercise Price

 

Options outstanding at September 30, 2017

 

 

1,002

 

 

$

21.54

 

Granted

 

 

270

 

 

 

34.08

 

Exercised

 

 

(450

)

 

 

19.46

 

Forfeited and expired

 

 

(111

)

 

 

30.18

 

Options outstanding at September 30, 2018

 

 

711

 

 

 

26.28

 

Granted

 

 

179

 

 

 

55.09

 

Exercised

 

 

(13

)

 

 

22.03

 

Forfeited and expired

 

 

(6

)

 

 

42.28

 

Options outstanding at September 30, 2019

 

 

871

 

 

 

32.18

 

Granted

 

 

299

 

 

 

41.06

 

Exercised

 

 

(125

)

 

 

22.89

 

Forfeited and expired

 

 

(105

)

 

 

41.69

 

Options outstanding at September 30, 2020

 

 

940

 

 

 

35.18

 

Options vested and exercisable at September 30, 2020

 

 

472

 

 

$

28.65

 

Restricted Stock Awards

The Company has entered into restricted stock agreements with certain key employees, covering the issuance of common stock (“Restricted Stock”). Restricted Stock generally vests at a 33% rate on each of the first three anniversaries following the grant date. Restricted Stock is released to employees if they are employed by the Company at the end of the vesting period. Restricted Stock is valued based on the market value of the shares as of the date of grant with the value allocated to expense evenly over the vesting period. As of September 30, 2020 and 2019, the weighted average grant date fair value of outstanding, unvested Restricted Stock totaled $3.9 million and $4.0 million, respectively. The stock-based compensation table above includes Restricted Stock expenses recognized related to these awards, which totaled $2.0 million, $1.7 million and $1.0 million in fiscal 2020, 2019 and 2018, respectively.

Restricted Stock activity was as follows:

(In thousands, except per share data)

 

Number of

Shares

 

 

Weighted

Average

Grant Price

 

Unvested restricted stock awards at September 30, 2017

 

 

68

 

 

$

23.98

 

Granted

 

 

56

 

 

 

34.38

 

Vested

 

 

(29

)

 

 

23.78

 

Forfeited

 

 

(10

)

 

 

29.10

 

Unvested restricted stock awards at September 30, 2018

 

 

85

 

 

 

30.30

 

Granted

 

 

45

 

 

 

56.05

 

Vested

 

 

(39

)

 

 

28.61

 

Forfeited

 

 

(1

)

 

 

47.86

 

Unvested restricted stock awards at September 30, 2019

 

 

90

 

 

 

43.69

 

Granted

 

 

67

 

 

 

41.40

 

Vested

 

 

(43

)

 

 

38.74

 

Forfeited

 

 

(14

)

 

 

44.76

 

Unvested restricted stock awards at September 30, 2020

 

 

100

 

 

$

44.16

 

Restricted Stock Units and Deferred Stock Units

The Company has entered into restricted stock unit agreements with certain key employees in foreign jurisdictions and members of the Board, covering the issuance of common stock (“RSUs”). With respect to employees, RSUs generally vest at a 33% rate on each of the first three anniversaries following the grant date, and RSUs are settled in shares and issued to the employees if they are employed by the Company at the end of the vesting period. With respect to members of the Board, RSUs vest on a monthly pro-rata basis within the one-year period following the date of grant, and RSUs are settled in shares and generally issued upon termination of service as a Board member. RSUs are valued based on the market value of the shares as of the date of grant with the value allocated to expense evenly over the vesting period. The Company awarded approximately 18,000, 12,000 and 22,000 RSUs in fiscal 2020, 2019 and 2018 respectively. As of September 30, 2020 and 2019, outstanding RSUs (including unvested units and vested units not yet settled) totaled approximately 65,000 and 62,000 units, respectively, with a weighted average grant date fair value of $2.5 million and $2.8 million, respectively. The stock-based compensation table above includes RSU expenses recognized related to these awards, which totaled $0.6 million, $0.6 million and $0.5 million in fiscal 2020, 2019 and 2018, respectively.

Directors may elect to receive their annual fees for services to the Board in deferred stock units (“DSUs”). DSUs are fully vested and expensed upon grant at the market value of the shares on the grant date. DSUs are settled in shares and issued to the Director upon termination of service as a Board member. As of September 30, 2020 and 2019, outstanding, fully vested DSUs totaled approximately 33,000 and 30,000 units, respectively, with a weighted average grant date fair value of $1.3 million and $1.4 million, respectively. The stock-based compensation table above includes DSU expenses recognized related to these awards, which totaled $0.1 million per year in fiscal 2020, 2019 and 2018.

Performance Share Awards

In fiscal 2017 and prior years, the Company entered into performance share agreements with certain key employees covering the issuance of common stock (“Performance Shares”). The Organization and Compensation Committee of the Board of Directors (the “Committee”) established cumulative revenue and cumulative earnings before interest, income taxes, depreciation and amortization (“EBITDA”) for the applicable three-year performance period as the performance objectives for the fiscal 2017 and 2016 awards. The fiscal 2017 and 2016 awards also included performance objectives related to achievement of the Company’s strategic initiatives. The fair value of the Performance Shares, at target, was $1.2 million for the grant awarded in fiscal 2017. The stock-based compensation table above includes Performance Share expenses recognized related to these awards, which totaled less than $0.1 million, $0.4 million and $1.5 million in fiscal 2020, 2019 and 2018, respectively.

1999 Employee Stock Purchase Plan

Under the amended 1999 Employee Stock Purchase Plan (“ESPP”), the Company is authorized to issue up to 600,000 shares of common stock. All full-time and part-time U.S. employees can elect to have up to 10% of their annual compensation withheld, with annual limit of $25,000, to purchase the Company’s common stock at purchase prices defined within the provisions of the ESPP. ESPP share awards are valued based on the value of the discount feature plus the fair value of the optional features as of the date of grant using the Black-Scholes valuation model. The value of these share awards is allocated to expense evenly over each six-month purchase period. Employee contributions to the ESPP included in accrued liabilities on the consolidated balance sheets totaled $0.1 million or less as of both September 30, 2020 and 2019. The stock-based compensation table above includes expenses recognized related to the ESPP, which totaled $0.2 million for fiscal 2020 and $0.1 million or less for both fiscal 2019 and 2018.