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Share-based compensation | 12 Months Ended
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Jan. 30, 2021
Share-based Payment Arrangement [Abstract] |
Share-based compensation | Share-based compensation Signet operates several share-based compensation plans which can be categorized as the “Omnibus Plans” and “Share Saving Plans” as further described below. Share-based compensation expense and the associated tax benefits recognized in the consolidated statements of operations are as follows:
(in millions) | Fiscal 2021 |  | Fiscal 2020 |  | Fiscal 2019
Share-based compensation expense | $ | 14.5 |  |  | $ | 16.9 |  |  | $ | 16.5 |
Income tax benefit | $ | (3.6) |  |  | $ | (4.2) |  |  | $ | (4.1) |
On March 25, 2020, in light of the economic situation as a result of the COVID-19 pandemic, the Company implemented temporary base salary reductions for members of senior management, with half of the salary reduction amount to be awarded in the Company’s common shares in lieu of cash. The base salaries were reinstated in September 2020. In Fiscal 2021, $1.3 million of Common Shares with no vesting requirements was awarded to senior management. As of January 30, 2021, unrecognized compensation cost related to unvested awards granted under share-based compensation plans is as follows:
(in millions) | Unrecognized Compensation Cost |  | Weighted average period
Omnibus Plan | $ | 26.6 |  |  | 2.2 years
Share Saving Plans | 0.1 |  |  | 0.7 years
Total | $ | 26.7 |  |  |
The Company satisfies share option exercises and the vesting of restricted stock (“RSAs”) and restricted stock units (“RSUs”) under its plans with the issuance of treasury shares. Omnibus Plan In June 2018, Signet’s shareholders approved and Signet adopted the Signet Jewelers Limited 2018 Omnibus Incentive Plan (as amended to the date here to, the “2018 Omnibus Plan”). Upon adoption of the 2018 Omnibus Plan, shares that were previously available under the Signet Jewelers Limited Omnibus Incentive Plan, which was approved in June 2009 (the “2009 Omnibus Plan”)(collectively, with the 2018 Omnibus Incentive Plan, the “Omnibus Plans”) are no longer available for future grants and were not transferred to the 2018 Omnibus Incentive Plan. Awards that may be granted under the 2018 Omnibus Plan include RSAs, RSUs, Common Shares, stock options, stock appreciation rights and other stock-based awards. The Fiscal 2021, Fiscal 2020 and Fiscal 2019 annual awards granted under the Omnibus Plans have five elements: time-based RSAs, time-based RSUs, performance-based RSUs, Common Shares, and time-based stock options. The time-based restricted stock has a three-year vesting period, subject to continued employment, and has the same voting rights and dividend rights as Common Shares (which are payable once the shares have vested). Performance-based RSUs awarded in Fiscal 2019 and Fiscal 2020 include two performance measures: operating income (subject to certain adjustments) and return on invested capital (“ROIC”), although the ROIC measure is applicable only to senior executives. Performance-based RSUs awarded in Fiscal 2021 include two performance measures: revenue and free cash flow (defined as cash flow from operations less capital expenditures). For the performance measures, cumulative results achieved during the relevant three- year performance period for Fiscal 2019 and Fiscal 2020 and a two-year performance period for Fiscal 2021 are compared to target metrics established in the underlying grant agreements. The time-based stock options generally vest on the third anniversary of the grant date and have a ten year contractual term, subject to continued employment. Time-based RSUs generally have a one or three- year vesting period, subject to continued employment. The 2018 Omnibus Plan permits the grant of awards to employees, non-employee directors and consultants for up to 6,075,000 common shares. RSU awards do not have dividend rights until vesting, and thus the grant date fair value of these awards is impacted by the dividend yield and term of the awards. However, RSAs do have dividend rights from the date of grant, and thus are valued at the market price of the Company’s stock on the grant date, consistent with awards of Common Shares. The significant assumptions utilized to estimate the weighted-average fair value of RSAs, Common Shares and RSU awards granted under the Omnibus Plans are as follows:
| Omnibus Plan
| Fiscal 2021 |  | Fiscal 2020 |  | Fiscal 2019
Share price | $ | 11.10 |  |  | $ | 20.76 |  |  | $ | 41.36 |
Expected term | 2.9 years |  | 2.8 years |  | 2.8 years
Dividend yield | 5.5 | % |  | 7.5 | % |  | 3.6 | %
Fair value | $ | 9.37 |  |  | $ | 18.14 |  |  | $ | 38.57 |
The significant assumptions utilized to estimate the weighted-average fair value of stock options granted under the Omnibus Plans are as follows:
|  |  | Fiscal 2020 |  | Fiscal 2019
Share price |  |  | $ | 22.17 |  |  | $ | 40.09 |
Exercise price |  |  | $ | 25.18 |  |  | $ | 39.72 |
Risk free interest rate |  |  | 2.4 | % |  | 2.9 | %
Expected term |  |  | 6.0 years |  | 6.5 years
Expected volatility |  |  | 42.7 | % |  | 37.6 | %
Dividend yield |  |  | 6.7 | % |  | 3.7 | %
Fair value |  |  | $ | 4.27 |  |  | $ | 11.21 |
The risk-free interest rate is based on the US Treasury yield curve in effect at the grant date with remaining terms equal to the expected term of the awards. The expected term utilized is the length of time the awards are expected to be outstanding, primarily based on the vesting period and expiration date of the awards. The expected volatility is determined by calculating the historical volatility of Signet’s share price over the expected term of the award. The Fiscal 2021 activity for Common Shares, RSAs, and time-based and performance-based RSU awards granted under the Omnibus Plans is as follows:
| Omnibus Plans
(in millions, except per share amounts) | No. of shares |  | Weighted average grant date fair value |  | Weighted average remaining contractual life |  | Intrinsic value(1)
Outstanding at February 1, 2020 | 2.8 |  |  | $ | 31.04 |  |  | 1.5 years |  | $ | 66.9 |
Fiscal 2021 activity: |  |  |  |  |  |  |
Granted | 3.3 |  |  | 9.62 |  |  |  |  |
Vested | (0.4) |  |  | 30.25 |  |  |  |  |
Lapsed or forfeited | (0.9) |  |  | 34.20 |  |  |  |  |
Outstanding at January 30, 2021 | 4.8 |  |  | $ | 15.24 |  |  | 1.8 years |  | $ | 192.3 |
(1) Intrinsic value for outstanding restricted stock and RSUs is based on the fair market value of Signet’s common stock on the last business day of the fiscal year. The Fiscal 2021 activity for stock options granted under the Omnibus Plans is as follows:
| Omnibus Plans
(in millions, except per share amounts) | No. of shares |  | Weighted average exercise price |  | Weighted average remaining contractual life |  | Intrinsic value(1)
Outstanding at February 1, 2020 | 0.7 |  |  | $ | 39.13 |  |  | 8.3 years |  | $ | — |
Fiscal 2021 activity: |  |  |  |  |  |  |
Granted | — |  |  | — |  |  |  |  |
Exercised | — |  |  | — |  |  |  |  |
Lapsed or forfeited | (0.2) |  |  | 39.61 |  |  |  |  |
Outstanding at January 30, 2021 | 0.5 |  |  | $ | 38.98 |  |  | 7.3 years |  | $ | 0.8 |
(1) Intrinsic value for outstanding awards is based on the fair market value of Signet’s common stock on the last business day of the fiscal year. The following table summarizes additional information about awards granted under the Omnibus Plan:
(in millions) | Fiscal 2021 |  | Fiscal 2020 |  | Fiscal 2019
Total intrinsic value of awards vested | $ | 5.0 |  |  | $ | 3.5 |  |  | $ | 6.8 |
Other Share-Based Plans Signet has three share option savings plans available to employees as follows: •Employee Share Purchase Plan (“ESPP”), for US employees •Sharesave Plan, for UK employees •Irish Sub-Plan to the Sharesave Plan, for Republic of Ireland employees The ESPP as adopted in 2018 is a savings plan intended to qualify under US Section 423 of the US Internal Revenue Code and allows employees to purchase common shares at a discount of approximately 5% to the closing price of the New York Stock Exchange on the date of purchase, which occurs on the last trading day of a twelve-month offering period. This plan is non-compensatory and no more than 1,250,000 shares may be issued under the ESPP. The Company suspended participation in the ESPP in August 2019, thus no shares were issued in Fiscal 2021 or Fiscal 2020. The Sharesave Plan and Irish Sub-Plan (collectively, the “Sharesave Plans”) as adopted in 2018 allow eligible employees to be granted, and to exercise, options over common shares at a discount of approximately 15% below a determined market price based on the New York Stock Exchange, using savings accumulated under savings contract entered into in accordance with the relevant plan rules. The market price is generally determined as one of: (i) the average middle market price for the three trading days immediately prior to the invitation date; (ii) the market price on the day immediately preceding the invitation date; or (iii) the market price at such other time as may be agreed with Her Majesty’s Revenue and Customs Options granted under the Sharesave Plan and the Irish Sub-Plan vest after 36 months and are generally only exercisable between 36 and 42 months from commencement of the related savings contract. These plans are compensatory and compensation expense is recognized over the requisite service period, and no more than 1,000,000 shares may be allocated under these plans. No awards have been granted under the Sharesave plans in Fiscal 2021 or Fiscal 2020. The significant assumptions utilized to estimate the weighted-average fair value of awards granted under the Sharesave Plans are as follows:
| Fiscal 2019
Share price | $ | 58.50 |
Exercise price | $ | 57.97 |
Risk free interest rate | 3.0 | %
Expected term | 3.7 years
Expected volatility | 44.4 | %
Dividend yield | 2.6 | %
Fair value | $ | 18.07 |
The risk-free interest rate is based on the US Treasury (for US-based award recipients) or UK Gilt (for UK-based award recipients) yield curve in effect at the grant date with remaining terms equal to the expected term of the awards. The expected term utilized is based on the contractual vesting period of the awards, inclusive of any exercise period available to award recipients after vesting. The expected volatility is determined by calculating the historical volatility of Signet’s share price over the expected term of the awards. The Fiscal 2021 activity for awards granted under the Sharesave Plans is as follows:
| Sharesave Plans
(in millions, except per share amounts) | No. of shares |  | Weighted average exercise price |  | Weighted average remaining contractual life |  | Intrinsic value(1)
Outstanding at February 1, 2020 | 0.1 |  |  | $ | 54.78 |  |  | 1.1 years |  | $ | — |
Fiscal 2021 activity: |  |  |  |  |  |  |
Granted | — |  |  | — |  |  |  |  |
Exercised | — |  |  | — |  |  |  |  |
Lapsed or forfeited | — |  |  | — |  |  |  |  |
Outstanding at January 30, 2021 | 0.1 |  |  | $ | 51.30 |  |  | 0.8 years |  | $ | — |
Exercisable at February 1, 2020 | — |  |  | $ | — |  |  |  |  | $ | — |
Exercisable at January 30, 2021 | — |  |  | $ | — |  |  |  |  | $ | — |
(1) Intrinsic value for outstanding awards is based on the fair market value of Signet’s common stock on the last business day of the fiscal year. The following table summarizes additional information about awards granted under the Sharesave Plans:
(in millions, except per share amounts) | Fiscal 2019
Weighted average grant date fair value per share of awards granted | $ | 18.07 |
Total intrinsic value of options exercised | $ | — |
Cash received from share options exercised | $ | — |

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