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Share-based compensation | 12 Months Ended
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Feb. 03, 2024
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 Plan” 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 2024 |  | Fiscal 2023 |  | Fiscal 2022
Share-based compensation expense | $ | 41.1 |  |  | $ | 42.0 |  |  | $ | 45.8 |
Income tax benefit | $ | (5.4) |  |  | $ | (5.2) |  |  | $ | (5.9) |
As of February 3, 2024, 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 | $ | 19.7 |  |  | 1.7 years
The Company satisfies share option exercises and the vesting of RSAs, RSUs, and PSUs 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”, and 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 Plan. Awards that may be granted under the 2018 Omnibus Plan include RSAs, RSUs, PSUs, common shares, stock options, stock appreciation rights and other stock-based awards. The Fiscal 2024, Fiscal 2023 and Fiscal 2022 annual awards granted under the Omnibus Plan have two elements: RSUs and PSUs. PSUs awarded in Fiscal 2024, Fiscal 2023, and Fiscal 2022 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 2024 and a two-year performance period for Fiscal 2023 and Fiscal 2022 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. RSUs generally have a one or three-year vesting period, subject to continued service or 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. RSUs and PSUs 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. The significant assumptions utilized to estimate the weighted-average fair value of RSUs and PSUs granted under the Omnibus Plan are as follows:
| Fiscal 2024 |  | Fiscal 2023 |  | Fiscal 2022
Share price | $ | 62.71 |  |  | $ | 77.39 |  |  | $ | 60.65 |
Expected term | 2.9 years |  | 2.9 years |  | 2.9 years
Dividend yield | 0.9 | % |  | 3.0 | % |  | 4.3 | %
Fair value | $ | 61.06 |  |  | $ | 71.19 |  |  | $ | 53.58 |
No stock options, RSAs or common shares were granted during Fiscal 2024, Fiscal 2023 or Fiscal 2022. 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 dividend yield is based on a combination of historical actual dividend yields and projected dividend yields. The Fiscal 2024 activity for RSUs and PSUs granted under the Omnibus Plan is as follows:
(in millions, except per share amounts) | Number of shares |  | Weighted average grant date fair value |  | Weighted average remaining contractual life |  | Intrinsic value (1)
Outstanding at January 28, 2023 | 2.3 |  |  | $ | 47.33 |  |  | 1.2 years |  | $ | 170.0 |
Fiscal 2024 activity: |  |  |  |  |  |  |
Granted | 1.0 |  |  | 61.57 |  |  |  |  |
Vested (2) | (1.4) |  |  | 34.05 |  |  |  |  |
Lapsed or forfeited | (0.1) |  |  | 61.84 |  |  |  |  |
Outstanding at February 3, 2024 | 1.8 |  |  | $ | 65.62 |  |  | 1.6 years |  | $ | 169.3 |
(1) Intrinsic value for outstanding RSUs and PSUs is based on the fair market value of Signet’s common stock on the last business day of the fiscal year. There were no RSAs outstanding as of February 3, 2024. (2) This amount includes 0.6 million PSUs that vested as of the last day of Fiscal 2024; however, these shares were not released to participants until Fiscal 2025. The Fiscal 2024 activity for stock options previously granted under the Omnibus Plan is as follows:
(in millions, except per share amounts) | No. of shares |  | Weighted average exercise price |  | Weighted average remaining contractual life |  | Intrinsic value (1)
Outstanding at January 28, 2023 | 0.2 |  |  | $ | 38.68 |  |  | 5.3 years |  | $ | 5.9 |
Fiscal 2024 activity: |  |  |  |  |  |  |
Exercised | (0.1) |  |  | 39.52 |  |  |  |  |
Outstanding at February 3, 2024 | 0.1 |  |  | $ | 38.31 |  |  | 4.3 years |  | $ | 6.4 |
(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 2024 |  | Fiscal 2023 |  | Fiscal 2022
Total intrinsic value of awards vested | $ | 121.8 |  |  | $ | 205.1 |  |  | $ | 76.6 |
Share saving 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 Section 423 of the IRC 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 2024, Fiscal 2023 or Fiscal 2022. 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 His Majesty’s Revenue and Customs. Options granted under the Sharesave Plans 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 2024, Fiscal 2023, or Fiscal 2022. At February 3, 2024, there were no share awards outstanding under the Sharesave Plans

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