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Equity
 3 Months Ended
Oct. 31, 2022
Equity:  
Equity

Note 12—Equity

 

Stock Issued to Certain Executive Officers for Bonus Payments

 

In the three months ended October 31, 2022, certain executive officers of the Company received performance bonuses for fiscal 2022 of an aggregate of $1.2 million, of which one-half was paid in cash and one-half was paid in shares of the Company’s Class B common stock. The Company issued 24,543 shares of its Class B common stock with an issued date value of $0.6 million for the bonus payments.

 

2015 Stock Option and Incentive Plan

 

In the three months ended October 31, 2022, the Company granted 15,000 shares of its Class B common stock to an employee. The Company recorded stock-based compensation expense and an increase in “Additional paid-in capital” of $0.4 million for this grant, which was the fair value of the shares on the grant date.

 

On October 31, 2022 and November 3, 2022, the Company’s Board of Directors amended the Company’s 2015 Stock Option and Incentive Plan to increase the number of shares of the Company’s Class B common stock available for the grant of awards thereunder by an additional 50,000 shares. The amendment is subject to approval by the Company’s stockholders at its annual meeting of stockholders on December 14, 2022.

 

Stock Repurchases

 

The Company has an existing stock repurchase program authorized by its Board of Directors for the repurchase of shares of the Company’s Class B common stock. The Board of Directors authorized the repurchase of up to 8.0 million shares in the aggregate. In the three months ended October 31, 2022, the Company repurchased 203,436 shares of its Class B common stock for an aggregate purchase price of $5.0 million. There were no repurchases under the program in the three months ended October 31, 2021. At October 31, 2022, 5.0 million shares remained available for repurchase under the stock repurchase program.

 

In the three months ended October 31, 2022 and 2021, the Company paid $0.3 million and $26,000, respectively, to repurchase 13,403 and 627 shares, respectively, of the Company’s Class B common stock that were tendered by employees of the Company to satisfy the employees’ tax withholding obligations in connection with shares issued for bonus payments, the vesting of deferred stock units (“DSUs”), and lapsing of restrictions on restricted stock. Such shares were repurchased by the Company based on their fair market value on the trading day immediately prior to the vesting date.

 

Deferred Stock Units Equity Incentive Program

 

On November 30, 2022, the Company adopted an equity incentive program in the form of DSUs that, upon vesting, will entitle the grantees to receive shares of the Company’s Class B common stock. On December 5, 2022, the Company granted 187,975 DSUs to certain of its executive officers and employees. Subject to continued full time employment or other service to the Company, the DSUs are scheduled to vest in three equal amounts on each of May 17, 2023, February 21, 2024, and February 25, 2025. The number of shares that will be issuable on each vesting date will vary between 50% to 200% of the number of DSUs that vest on that vesting date, depending on the market price for the underlying Class B common stock on the vesting date relative to the price approved by the Compensation Committee of the Company’s Board of Directors based on the market price at the time of the grant. In addition, the grantee will have the right to elect a later vesting date no later than April 14, 2023 for the May 17, 2023 vesting date, and no later than January 19, 2024 for the February 21, 2024 vesting date. A grantee will have the option to elect a later vesting date for one-half or all of the shares scheduled to vest on the then upcoming vesting date and any DSUs that do not vest based in the grantee’s election, will be eligible to vest on the subsequent scheduled vesting date. The Company’s estimate of the fair value of the DSUs on the date of grant is in process. The estimated grant date fair value will be recognized on a graded vesting basis over the requisite service periods ending in February 2025.