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Common Stock and Stock-Based Compensation
6 Months Ended
Jun. 25, 2016
Common Stock and Stock-Based Compensation

I. Common Stock and Stock-Based Compensation

Option Activity

Information related to stock options under the Employee Equity Incentive Plan and the Stock Option Plan for Non-Employee Directors is summarized as follows:

 

     Shares      Weighted-
Average
Exercise
Price
     Weighted-Average
Remaining
Contractual Term
in Years
     Aggregate
Intrinsic
Value

(in thousands)
 
           

Outstanding at December 26, 2015

     1,127,162       $ 63.99         

Granted

     765,112         199.05         

Forfeited

     (30,514      213.51         

Expired

     —           —           

Exercised

     (326,653      90.64         
  

 

 

    

 

 

    

 

 

    

 

 

 

Outstanding at June 25, 2016

     1,535,107       $ 128.99         6.10       $ 80,043   
  

 

 

    

 

 

    

 

 

    

 

 

 

Exercisable at June 25, 2016

     408,936       $ 68.47         2.93       $ 38,947   
  

 

 

    

 

 

    

 

 

    

 

 

 

Vested and expected to vest at June 25, 2016

     1,478,799       $ 128.15         6.05       $ 77,988   
  

 

 

    

 

 

    

 

 

    

 

 

 

On January 1, 2016, the Company granted options to purchase an aggregate of 663,136 shares of the Company’s Class A Common Stock to senior management with a weighted average fair value of $46.80 per share, of which 574,507 shares relate to a special long-term service-based retention stock option issued to the Chief Executive Officer, 70,502 shares relate to other special long-term service-based retention stock options and 18,127 shares relate to performance-based stock options .

On February 23, 2016, the Company granted options to purchase an aggregate of 67,255 shares of the Company’s Class A Common Stock with a weighted average fair value of $89.21. These shares relate to long-term service-based stock options issued to newly hired members of senior management.

On April 26, 2016, the Company granted options to purchase an aggregate of 20,681 shares of the Company’s Class A Common Stock with a weighted average fair value of $72.53. These shares relate to performance-based stock options issued to a newly hired member of senior management.

On May 25, 2016, the Company granted options to purchase an aggregate of 14,040 shares of the Company’s Class A Common Stock to the Company’s non-employee Directors. These options have a weighted average fair value of $73.70 per share. All of the options vested immediately on the date of the grant.

On January 1, 2008, the Company granted the Chief Executive Officer a stock option to purchase 753,864 shares of its Class A Common Stock, which vests over a five-year period, commencing on January 1, 2014, at the rate of 20% per year. The exercise price is determined by multiplying $42.00 by the aggregate change in the DJ Wilshire 5000 Index from and after January 1, 2008 through the close of business on the trading date next preceding each date on which the option is exercised. The exercise price will not be less than $37.65 per share and the excess of the fair value of the Company’s Class A Common Stock over the exercise price cannot exceed $70.00 per share. At June 25, 2016 and June 27, 2015, the stock option remained unexercised as to 301,546 shares and 452,319 shares, respectively. If the stock option had been exercised on June 25, 2016, the exercise price would have been $91.02 per share. If the stock option had been exercised on June 27, 2015, the exercise price would have been $167.62 per share.

 

On January 1, 2016, the Company granted the Chief Executive Officer an option to purchase 574,507 shares of its Class A Common Stock, which vests over a five-year period, commencing on January 1, 2019, at the rate of 20% per year. The exercise price is determined by multiplying $201.91 by the aggregate percentage change in the DJ Wilshire 5000 Index from and after January 1, 2016 through the close of business on the trading date next preceding each date on which the option is exercised, plus an additional 1.5 percentage points per annum, prorated for partial years. The exercise price will not be less than $201.91 per share and the excess of the fair value of the Company’s Class A Common Stock over the exercise price cannot exceed $150.00 per share. The Company is accounting for this award as a market-based award which was valued utilizing the Monte Carlo Simulation pricing model, which calculates multiple potential outcomes for an award and establishes fair value based on the most likely outcome. Under the Monte Carlo Simulation pricing model, the Company calculated the weighted average fair value per share to be $39.16. At June 25, 2016, the stock option remained unexercised as to 574,507 shares. If the stock option had been exercised on June 25, 2016, the exercise price would have been $202.75 per share.

Non-Vested Shares Activity

The following table summarizes vesting activities of shares issued under the investment share program and restricted stock awards:

 

     Number of
Shares
     Weighted
Average Fair
Value
 

Non-vested at December 26, 2015

     60,922       $ 150.03   

Granted

     27,221         161.39   

Vested

     (19,281      111.56   

Forfeited

     (4,105      145.12   
  

 

 

    

Non-vested at March 25, 2016

     64,757       $ 166.57   
  

 

 

    

On January 1, 2016, the Company granted 8,921 shares of restricted stock awards to certain senior managers and key employees of which all shares vest ratably over service periods of five years. On January 1, 2016, employees elected to purchase 9,199 shares under the investment share program. The weighted average fair value of the restricted stock awards and investment shares, which are sold to employees at discount under its investment share program, was $201.91 and $91.55 per share, respectively.

On February 23, 2016 the Company granted 9,101 shares of restricted stock awards to newly hired members of senior management of which all shares vest ratably over service periods of three years. The weighted average fair value of these restricted stock awards was $192.26.

Stock-Based Compensation

Stock-based compensation expense related to share-based awards recognized in the thirteen and twenty-six weeks ended June 25, 2016 was $3.1 million and $5.7 million, respectively, and was calculated based on awards expected to vest. Stock-based compensation expense related to share-based awards recognized in the thirteen and twenty-six weeks ended June 27, 2015 was $2.0 million and $3.6 million, respectively, and was calculated based on awards expected to vest.