XML 30 R16.htm IDEA: XBRL DOCUMENT v3.3.1.900
NOTE 9 - STOCK COMPENSATION PLANS
12 Months Ended
Dec. 26, 2015
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]
NOTE 9 - STOCK COMPENSATION PLANS

In June 2009, the Company's stockholders approved a new 2009 Equity Incentive Plan (the “Equity Plan,” or the “Plan”) that provides for the issuance of up to 480,000 shares of common stock. The Equity Plan provides for grants of non-statutory options, incentive stock options, restricted stock awards, performance shares, performance units, restricted stock units and other stock-based awards, in order to enhance the ability of ENGlobal to motivate current employees, to attract employees of outstanding ability and to provide for grants to be made to non-employee directors. Grants to employees will generally vest over a four-year period, one-fourth at December 31 of each year until they are fully vested. Grants to non-employee directors will vest quarterly over a one-year period coinciding with their service term.  On April 26, 2012, the Board approved, and the stockholders subsequently approved, an amendment to the Plan to increase the number of shares available for issuance under the Plan by 500,000 from 480,000 to 980,000.  On October 20, 2013 the Board approved, and the stockholders subsequently approved, an amendment to the Plan to increase the number of shares available for issuance under the Plan by 850,000 from 980,000 to 1,830,000.

Stock Options We did not grant any stock options in 2015 or 2014.  The following table summarizes activity for the period December 28, 2013 through December 26, 2015:

   
Vested and Exercisable Balance
   
Number of Shares Outstanding
   
Weighted Average Exercise Price
 
Balance at December 28, 2013
   
550,000
     
550,000
   
$
6.37
 
Exercised
   
(40,000
)
   
(40,000
)
   
1.81
 
Canceled or expired
   
(40,000
   
(40,000
   
2.32
 
Balance at December 27, 2014
   
470,000
     
470,000
     
8.01
 
Canceled or expired
   
(170,000
)
   
(170,000
)
   
4.42
 
Balance at December 26, 2015
   
300,000
     
300,000
   
$
10.04
 

The following table summarizes information concerning outstanding and exercisable Company stock options at December 26, 2015:

Exercise
Prices *
   
Options Outstanding
   
Average Remaining Contractual Life
(in years)
   
Options Fully-Vested and Exercisable
 
$
9.15
     
150,000
     
0.4
     
150,000
 
$
10.93
     
150,000
     
1.5
     
150,000
 
         
300,000
             
300,000
 

* The exercise price indicates the market value at grant date and is the strike price at exercise.

For each series, the exercise price is the weighted average exercise price of the series.

 We recognize stock compensation expense relating to share-based payments in net income using the fair-value measurement method. Under the fair value method, the estimated fair value of awards is charged to expense over the requisite service period, which is generally the vesting period.  We estimate the volatility of our stock price by using historical volatility looking back 156 weeks. The expected term of options granted has been derived from the simplified method, due to changes in vesting terms and contractual lives of current options compared to our historical grants. We base the estimate of the risk-free interest rate on the United States Treasury zero-coupon yield curve in effect at the time of grant. We have never paid cash dividends and do not currently intend to pay cash dividends; accordingly, we have assumed a 0% dividend yield.

Restricted Stock Awards Restricted stock awards granted to directors are intended to compensate and retain the directors over the one-year service period commencing July 1 of the year of service. These awards will vest in quarterly installments beginning September 30 of the year of service, so long as the grantee continues to serve as a director of the Company. Restricted stock awards granted to employees will vest in four equal annual installments on the anniversary date of grant, so long as the grantee remains employed full-time with us as of each vesting date. Shares are generally issued from new shares at the time of grant. The grant-date fair value of restricted stock grants is determined using the closing quoted market price on the grant date. The following is a summary of our restricted stock awards for the years ended December 26, 2015 and December 27, 2014:

   
Number of restricted shares
   
Weighted- average grant-date fair value
 
Unvested restricted shares at December 28, 2013
   
116,870
     
0.59
 
Granted in 2014
   
652,481
     
1.74
 
Vested in 2014
   
(273,119
)
   
1.54
 
Forfeited in 2014
   
(43,309
)
   
1.64
 
Unvested restricted shares at December 27, 2014
   
452,923
   
$
1.57
 
Granted in 2015
   
417,013
     
1.83
 
Vested in 2015
   
(278,374
)
   
1.49
 
Forfeited in 2015
   
(49,100
)
   
1.86
 
Unvested restricted shares at December 26, 2015
   
542,462
   
$
1.38
 

The total vest-date fair value of the restricted stock that vested in the years ended December 26, 2015 and December 27, 2014 was approximately $66,000 and $115,000, respectively. The weighted-average remaining life of restricted stock awards outstanding at December 26, 2015 was 2.45 years. During 2015 and 2014, the Company granted restricted stock awards per the following table.

Date Issued
 
Issued to
   
Number of Shares
 
Market Price
 
Fair Value
June 18, 2015
 
Directors (3)
   
107,913
   
$
1.39
   
$
150,000
 
February 9, 2015
 
Employees (17)
   
305,100
   
$
1.98
   
$
604,098
 
January 8, 2015
 
Employees (1)
   
4,000
   
$
1.89
   
$
7,560
 
June 19, 2014
 
Directors (3)
   
43,731
   
$
3.43
   
$
150,000
 
April 23, 2014
 
Employee (1)
   
15,000
   
$
2.22
   
$
33,300
 
January 8, 2014
 
Directors (3)
   
93,750
   
$
1.60
   
$
150,000
 
January 8, 2014
 
Employees (19)
   
500,000
   
$
1.60
   
$
800,000
 

Compensation Expense We recognized non-cash compensation expense related to our stock compensation plans of $0.5 million and $0.4 million, with a tax impact of $70 thousand and $0.1 million for the fiscal years ended December 26, 2015 and December 27, 2014, respectively. As of December 26, 2015, unrecognized compensation expense was approximately $0.9 million. The weighted average period over which total compensation related to stock options and restricted stock awards are expected to be recognized is approximately 29 months.