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Note Q - Stock-Based Compensation
 3 Months Ended
Mar. 31, 2012
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

Note Q – Stock-Based Compensation


In March 2006, the Board of Directors approved the Steven Madden, Ltd. 2006 Stock Incentive Plan (the “Plan”) under which nonqualified stock options, stock appreciation rights, performance shares, restricted stock, other stock-based awards and performance-based cash awards may be granted to employees, consultants and non-employee directors. The stockholders approved the Plan on May 26, 2006. On May 25, 2007, the stockholders approved an amendment to the Plan to increase the maximum number of shares that may be issued under the Plan from 2,700,000 to 3,487,500. On May 22, 2009, the stockholders approved a second amendment to the Plan that increased the maximum number of shares that may be issued under the Plan to 9,144,000. The following table summarizes the number of shares of common stock authorized for use under the Plan, the number of stock-based awards granted (net of expired or cancelled awards) under the Plan and the number of shares of common stock available for the grant of stock-based awards under the Plan:


Common stock authorized     9,144,000  
Stock-based awards, including restricted stock and stock options granted, net of expired or cancelled     (8,377,000 )
         
Common stock available for grant of stock-based awards as of March 31, 2012     767,000  

Total equity-based compensation for the three months ended March 31 is as follows:


    Three Months Ended March 31,  
    2012     2011  
Restricted stock   $ 2,451     $ 1,337  
Stock options     1,556       1,188  
Total   $ 4,007     $ 2,525  

Equity-based compensation is included in operating expenses on the Company’s Condensed Consolidated Statements of Income.


Stock Options


Cash proceeds and intrinsic values related to total stock options exercised during the three-month periods ended March 31, 2012 and 2011 are as follows:


    Three Months Ended March 31,  
    2012     2011  
Proceeds from stock options exercised   $ 3,548     $ 232  
Intrinsic value of stock options exercised   $ 5,270     $ 289  

During the three months ended March 31, 2012, 224,191 options vested with a weighted average exercise price of $23.26. During the three months ended March 31, 2011, 184,688 options vested with a weighted average exercise price of $10.38. As of March 31, 2012, there were 1,674,000 unvested options with a total unrecognized compensation cost of $8,743 and an average vesting period of 2.4 years. As of March 31, 2011, there were 2,342,000 unvested options with a total unrecognized compensation cost of $11,786 and an average vesting period of 3.1 years.


The Company uses the Black-Scholes option-pricing model to estimate the fair value of options granted, which requires several assumptions. The expected term of the options represents the estimated period of time until exercise and is based on the historical experience of similar awards. Expected volatility is based on the historical volatility of the Company’s common stock. The risk free interest rate is based on the U.S. Treasury yield curve in effect at the time of the grant. With the exception of special dividends paid in November of 2005 and 2006, the Company historically has not paid regular cash dividends and thus the expected dividend rate is assumed to be zero. The weighted average fair value of options granted during the three months ended March 31, 2012 and 2011 was approximately $16.84 and $15.70, respectively, using the Black-Scholes option-pricing model with the following assumptions:


 

2012

2011

Volatility 47.1% to 47.4% 47.6% to 48.7%
Risk free interest rate 0.52% to 0.87% 1.43% to 1.63%
Expected life in years 4.1 to 4.6 3.4 to 4.4
Dividend yield 0 0

Activity relating to stock options granted under the Company’s plans and outside the plans during the three months ended March 31, 2012 is as follows:


    Number of Shares     Weighted Average Exercise Price     Weighted Average Remaining Contractual Term     Aggregate Intrinsic Value  
Outstanding at January 1, 2012     2,702,000     $ 17.79                  
Granted     59,000       43.04                  
Exercised     (201,000 )     17.26                  
Cancelled/Forfeited     —       —                  
                                 
Outstanding at March 31, 2012     2,560,000     $ 18.41       5.0 years     $ 56,468  
                                 
Exercisable at March 31, 2012     886,000     $ 16.92       5.1 years     $ 20,804  

Restricted Stock


The following table summarizes restricted stock activity during the three months ended March 31, 2012 and 2011:


    2012     2011  
    Number of Shares     Weighted Average Fair Value at Grant Date     Number of Shares     Weighted Average Fair Value at Grant Date  
Non-vested at January 1     671,000     $ 25.44       563,000     $ 17.20  
Granted     1,050,000       41.12       107,000       29.32  
Vested     (103,000 )     12.08       (71,000 )     13.26  
Forfeited     —       —       —       —  
                                 
Non-vested at March 31     1,618,000     $ 36.04       599,000     $ 19.81  

As of March 31, 2012, there was $54,063 of total unrecognized compensation cost related to restricted stock awards granted under the Plan. This cost is expected to be recognized over a weighted average of 9.4 years. The Company determines the fair value of its restricted stock awards based on the market price of its common stock on the date of grant.


On January 3, 2012, the Company and its Creative and Design Chief, Steven Madden, entered into an amendment of Mr. Madden’s existing employment agreement, pursuant to which, on February 8, 2012, Mr. Madden was granted 975,371 restricted shares of the Company’s common stock, which will vest in equal annual installments over a seven-year period commencing on December 31, 2017 and, thereafter, on each December 31 through December 31, 2023, subject to Mr. Madden’s continued employment on each such vesting date.