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Stockholders' Equity
 9 Months Ended
Aug. 31, 2014
Equity [Abstract]  
Stockholders’ Equity
Stockholders’ Equity
A summary of changes in stockholders’ equity is presented below (in thousands):
 
 
Nine Months Ended August 31, 2014
 
 
Common Stock
 
Paid-in Capital
 
Retained Earnings
 
Accumulated Other Comprehensive Loss
 
Grantor Stock Ownership Trust
 
Treasury Stock
 
Total Stockholders’ Equity
Balance at November 30, 2013
 
$
115,296

 
$
788,893

 
$
481,889

 
$
(17,516
)
 
$
(113,911
)
 
$
(718,565
)
 
$
536,086

Net income
 
—

 
—

 
65,548

 
—

 
—

 
—

 
65,548

Dividends on common stock
 
—

 
—

 
(6,682
)
 
—

 
—

 
—

 
(6,682
)
Employee stock options/other
 
25

 
177

 
—

 
—

 
—

 
—

 
202

Conversion of liability awards to equity awards
 
—

 
6,455

 
—

 
—

 
—

 
—

 
6,455

Restricted stock awards
 
54

 
(54
)
 
—

 
—

 
—

 
—

 
—

Stock-based compensation
 
—

 
5,959

 
—

 
—

 
—

 
—

 
5,959

Issuance of common stock
 
—

 
(135,590
)
 
—

 
—

 
—

 
272,635

 
137,045

Stock repurchases
 
—

 
—

 
—

 
—

 
—

 
(46
)
 
(46
)
Balance at August 31, 2014
 
$
115,375

 
$
665,840

 
$
540,755

 
$
(17,516
)
 
$
(113,911
)
 
$
(445,976
)
 
$
744,567

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Nine Months Ended August 31, 2013
 
 
Common Stock
 
Paid-in Capital
 
Retained Earnings
 
Accumulated Other Comprehensive Loss
 
Grantor Stock Ownership Trust
 
Treasury Stock
 
Total Stockholders’ Equity
Balance at November 30, 2012
 
$
115,178

 
$
888,579

 
$
450,292

 
$
(27,958
)
 
$
(115,149
)
 
$
(934,136
)
 
$
376,806

Net income
 
—

 
—

 
11,847

 
—

 
—

 
—

 
11,847

Dividends on common stock
 
—

 
—

 
(6,272
)
 
—

 
—

 
—

 
(6,272
)
Employee stock options/other
 
115

 
1,443

 
—

 
—

 
—

 
—

 
1,558

Conversion of liability awards to equity awards
 
—

 
412

 
—

 
—

 
—

 
7,934

 
8,346

Restricted stock awards
 
—

 
(325
)
 
—

 
—

 
325

 
—

 
—

Stock-based compensation
 
—

 
3,596

 
—

 
—

 
—

 
—

 
3,596

Issuance of common stock
 
—

 
(106,622
)
 
—

 
—

 
—

 
216,125

 
109,503

Grantor stock ownership trust
 
—

 
305

 
—

 
—

 
284

 
—

 
589

Stock repurchases
 
—

 
—

 
—

 
—

 
—

 
(7,967
)
 
(7,967
)
Balance at August 31, 2013
 
$
115,293

 
$
787,388

 
$
455,867

 
$
(27,958
)
 
$
(114,540
)
 
$
(718,044
)
 
$
498,006

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

On March 25, 2014 and April 8, 2014, pursuant to the 2011 Shelf Registration, we issued 6,944,445 shares and 1,041,666 shares, respectively, of our common stock, par value $1.00 per share, in an underwritten public offering at a price of $18.00 per share (the “2014 Common Stock Offering”). The issuance on April 8, 2014 was made pursuant to the exercise of an option granted to the underwriters to purchase such shares. We used 7,986,111 shares of treasury stock for the issuances and received net proceeds of $137.0 million after underwriting discounts, commissions and transaction expenses.
On January 29, 2013, pursuant to the 2011 Shelf Registration, we issued 6,325,000 shares of our common stock, par value $1.00 per share, in an underwritten public offering at a price of $18.25 per share (the “2013 Common Stock Offering”). We used 6,325,000 shares of treasury stock for the issuance and received net proceeds of $109.5 million after underwriting discounts, commissions and transaction expenses.
In connection with the issuance of the 1.375% Convertible Senior Notes due 2019, which is discussed in Note 12. Mortgages and Notes Payable, we established a common stock reserve account with our transfer agent to reserve the maximum number of shares of our common stock potentially deliverable upon conversion to holders of the 1.375% Convertible Senior Notes due 2019 based on the terms of the instruments governing these notes. Accordingly, the common stock reserve account had a balance of 12,602,735 shares at August 31, 2014. The maximum number of shares would potentially be deliverable to holders only in certain limited circumstances as set forth in the instruments governing the 1.375% Convertible Senior Notes due 2019.
Effective July 17, 2014, our board of directors amended the Amended and Restated KB Home Non-Employee Directors Compensation Plan (the “Director Plan”) to provide directors with a one-time opportunity to irrevocably elect to receive an equivalent value of shares of our common stock in lieu of the cash payments that are otherwise due upon the respective settlement of their outstanding and any future stock appreciation right awards (“SARs”) under the terms of the Director Plan. Concurrent with the amendment of the Director Plan, for the purpose of effecting any such SAR settlements, our board of directors authorized the repurchase of no more than 680,000 shares of our common stock, and also authorized potential future grants of up to 680,000 stock payment awards under the KB Home 2014 Equity Incentive Plan (the “2014 Plan”), in each case solely as necessary for director elections in respect of outstanding SARs. The 2014 Plan is discussed in Note 17. Stock-Based Compensation. During the 2014 third quarter, following the amendment of the Director Plan, directors made irrevocable elections to receive an aggregate of 679,815 shares of our common stock upon the respective settlement of their outstanding SARs. The directors’ elections changed only the method of settlement for the outstanding SARs and did not change any of the other terms of these awards or impact the value of these awards to the directors. As a result of the directors’ elections, the relevant outstanding SARs were effectively converted to stock-settled awards, which are accounted for as equity awards, instead of cash-settled liability awards, thereby reducing the degree of variability in the expense associated with such SARs in future quarters. As of August 31, 2014, no SARs had been settled. In addition, we had not repurchased any shares and no stock payment awards had been granted under the 2014 Plan pursuant to the respective board of directors authorizations.
During the three months ended August 31, 2013, directors were provided a one-time opportunity to elect and made irrevocable elections to receive an aggregate of 478,294 shares of our common stock in lieu of the cash payments that were otherwise due upon the respective settlement of their outstanding stock units under the terms of the Director Plan, and we repurchased through open market transactions such shares pursuant to a board authorization at an aggregate price of $7.9 million. The directors’ elections changed only the method of settlement for the outstanding stock units and did not change any of the other terms of these awards or impact the value of these awards to the directors. As a result of the directors’ elections, the relevant outstanding stock units were effectively converted to stock-settled awards, which are accounted for as equity awards, instead of cash-settled liability awards.
As of August 31, 2014, we were authorized to repurchase 4,000,000 shares of our common stock under a board-approved share repurchase program. We did not repurchase any shares of our common stock under this program in the nine months ended August 31, 2014. We have not repurchased any shares pursuant to this common stock repurchase plan for the past several years and any resumption of such stock repurchases under this program or any other program will be at the discretion of our board of directors.
During the three months ended August 31, 2014, our board of directors declared a cash dividend of $.0250 per share of common stock, which was paid on August 21, 2014 to stockholders of record on August 7, 2014. During the three months ended May 31, 2014, our board of directors declared a cash dividend of $.0250 per share of common stock, which was paid on May 15, 2014 to stockholders of record on May 1, 2014. During the three months ended February 28, 2014, our board of directors declared a cash dividend of $.0250 per share of common stock, which was paid on February 20, 2014 to stockholders of record on February 6, 2014. Cash dividends of $.0250 per share of common stock were also declared and paid during each of the quarters ended February 28, 2013, May 31, 2013 and August 31, 2013.