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Stock-Based Compensation
9 Months Ended
Jun. 30, 2012
Stock-Based Compensation [Abstract]  
STOCK-BASED COMPENSATION

J. STOCK-BASED COMPENSATION

Refer to our Annual Report on Form 10-K for the fiscal year ended September 30, 2011 for a full description of our existing stock-based compensation plans.

 

Restricted Stock Units

In October 2010, we granted 34,566 restricted stock units (RSUs) with a fair value of $30.79 per unit to certain officers and key employees of the Company. An additional 4,482 RSUs were granted in October 2010, with a fair value of $32.12 per unit. The RSUs vest over a three-year period from their date of issuance. The fair value of the RSUs was based on the closing price of our common stock as reported on the NASDAQ Global Market (NASDAQ) on the grant dates. Sixty-percent of the actual amount of the RSUs earned will be based on the cumulative earnings as reported relative to the three-year performance cycle which began October 1 of the year granted, and ranges from 0% to 150% of the target RSUs granted. The remaining forty-percent of the RSUs are time-based and vest over a three-year period. The RSUs do not have voting rights of common stock, and the shares of common stock underlying the RSUs are not considered issued and outstanding until actually issued.

During the first quarter of fiscal 2012, we granted 32,894 performance-based RSUs with a fair value of $31.18 per unit to certain officers and key employees of the Company. The RSUs vest over a three-year period from their date of issuance, and are earned over a three-year performance cycle.

During the first quarter of fiscal 2012, we also granted 21,931 time-based RSUs with a fair value of $31.18 per unit to certain officers and key employees of the Company. The RSUs vest over a three-year period from their date of issuance, and are time-based.

RSU activity (number of shares) for us was as follows:

 

 

                 
    Number of
Restricted
Stock
Units
    Weighted
Average
Grant Date
Fair Value
Per Share
 

Outstanding at September 30, 2010

    87,454     $ 38.96  

Granted

    39,048       30.94  

Expired or cancelled

    (35,746     36.50  

Vested/exercised

    (21,378     37.68  
   

 

 

         

Outstanding at September 30, 2011

    69,378       36.10  

Granted

    54,825       31.18  

Expired or cancelled

    (19,729     40.48  

Vested/exercised

    —         —    
   

 

 

         

Outstanding at June 30, 2012

    104,474     $ 36.24  
   

 

 

         

During the nine months ended June 30, 2012, we recorded compensation expense of $0.7 million related to the RSUs. We recorded compensation expense of $0.1 million related to the RSUs for the nine months ended June 30, 2011.

Restricted Stock

Under the 2006 Equity Compensation Plan (the 2006 Plan), any employee of the Company and its subsidiaries and consultants are eligible to participate in the plan and receive awards. Awards can take the form of options, stock appreciation rights, stock awards and performance unit awards.

We have a Restricted Stock Plan for the benefit of members of the Board of Directors of the Company (the Board) who, at the time of their service, are not employees of the Company or any of its affiliates. Subject to certain conditions and restrictions as determined by the Compensation Committee of the Board and proportionate adjustments in the event of stock dividends, stock splits and similar corporate transactions, each eligible director will receive 2,000 shares of restricted stock annually. In June 2012, 16,000 shares of restricted stock were issued to such directors at a price of $37.50 per share. In June 2011, 16,000 shares of restricted stock were issued to such directors at a price of $33.49 per share. The restricted stock grants vest 50% per year over a two-year period on each anniversary of the grant date.

In June 2012, 2,000 shares of restricted stock were issued under the 2006 Plan to the Chairman of the Board of Directors of the Company, who is an employee of the Company. These shares were issued at a price of $37.50 per share. The restricted stock grant vests 50% per year over a two-year period on each anniversary of the grant date.

During the first quarter of fiscal 2011, 26,000 shares of restricted stock were issued to certain officers and key employees of the Company with a fair value ranging from $30.79 to $32.12 per share under the 2006 Plan. The restricted stock grant vests over a three-year period on each anniversary of the grant date. Compensation expense is recognized over a three-year period based on the price per share on the grant date. In conjunction with the separation of our former President and Chief Executive Officer (CEO) in September 2011, the remaining 7,601 shares issued to him that were unvested became immediately vested.

 

During the nine months ended June 30, 2012, we recorded compensation expense of $0.4 million related to restricted stock grants. We recorded compensation expense of $0.8 million related to restricted stock grants for the nine months ended June 30, 2011.

Stock Options

Stock option activity for the nine months ended June 30, 2012 was as follows:

 

 

                                 
    Stock
Options
    Weighted
Average
Exercise
Price
    Remaining
Weighted
Average
Contractual
Term (Years)
    Aggregate
Intrinsic
Value
 
                      (in thousands)  

Outstanding at September 30, 2011

    97,550     $ 18.44                  

Granted

    —         —                    

Exercised

    (97,550     18.44                  

Forfeited / Cancelled

    —         —                    
   

 

 

                         

Outstanding at June 30, 2012

    —       $ —         —       $ —    
   

 

 

                         

Exercisable at June 30, 2012

    —       $ —         —       $ —