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Equity
3 Months Ended
Oct. 31, 2025
Equity:  
Equity

Note 13—Equity

 

Dividend Payments

 

In the three months ended October 31, 2025 and 2024, the Company paid a cash dividend of $0.06 and $0.05 per share, respectively, on the Company’s Class A and Class B common stock. In the three months ended October 31, 2025 and 2024, the Company paid aggregate cash dividends of $1.5 million and $1.3 million, respectively.

 

On December 2, 2025, The Company’s Board of Directors declared a cash dividend on our Class A and Class B common stock of $0.06 per share payable on or about December 23, 2025 to stockholders of record as of the close of business on December 15, 2025.

 

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. In January 2016, the Board of Directors authorized the repurchase of up to 8.0 million shares in the aggregate. In the three months ended October 31, 2025, the Company repurchased 158,424 shares of its Class B common stock for an aggregate purchase price of $7.6 million. In the three months ended October 31, 2024, the Company repurchased 37,714 shares of its Class B common stock for an aggregate purchase price of $1.3 million. At October 31, 2025, 4.0 million shares remained available for repurchase under the stock repurchase program.

 

Shares Withheld for Employee Taxes

 

In the three months ended October 31, 2025 and 2024, the Company withheld nil and 24,290 shares, valued at nil and $1.1 million, respectively, of the Company’s Class B common stock from employees to satisfy the employees’ tax withholding obligations in connection with the vesting of deferred stock units (“DSUs”) and the lapsing of restrictions on restricted stock. The value of the shares is based on the fair market value as of the close of business on the trading day immediately prior to the vesting date. These shares are not repurchased under the Company’s share repurchase program.

 

2024 Equity Incentive Plan

 

The 2024 Equity Incentive Plan is intended to provide incentives to officers, employees, directors, and consultants of the Company, including stock options, stock appreciation rights, DSUs, and restricted stock. At July 31, 2025, the Company had 250,000 shares of Class B common stock reserved for the grant of awards under the 2024 Equity Incentive Plan, and 23,934 shares were available for future grants. In September 2025, the Company’s Board of Director’s approved an amendment to the Company’s 2024 Equity 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 175,000 shares, subject to approval by the Company’s stockholders at its annual meeting in December 2025.

 

2025 Equity Growth Program

 

On September 18, 2025, the Company granted 109,975 DSUs to certain of its executive officers and other employees under the 2025 Equity Growth Program (under its 2024 Equity Incentive Plan). The DSU’s which convert into Class B common stock upon vesting, are scheduled to vest in three substantially equal installments in February 2026, 2027, and 2028, subject to continued service. The number of shares issuable on each vesting date will vary based on the market price of Class B common stock relative to the grant price, ranging from 50% to 267%, and up to 400% for certain executive officers. Grantees may elect to defer vesting to the next scheduled vesting date for some or all DSU’s. The Company estimated that the fair value of the DSUs on the date of grant was $13.3 million, which is being recognized on a graded vesting basis over the requisite service periods ending in February 2028. The Company used a risk neutral Monte Carlo simulation method in its valuation of the DSUs, which simulated the range of possible future values of the Company’s Class B common stock over the life of the DSUs. The weighted average grant date fair value per DSU was $120.70. At October 31, 2025, there was $11.9 million of total unrecognized compensation cost related to non-vested DSUs.

 

NRS Restricted Common Stock

 

Effective as of June 30, 2022, restricted shares of NRS’ Class B common stock representing 1.2% of its outstanding capital stock on a fully diluted basis were granted to certain NRS employees. The restrictions on the shares will lapse in three installments, the first was on June 1, 2024, and the others are June 1, 2026, and June 1, 2027. The estimated fair value of the restricted shares on the grant date was $3.3 million, which is recognized over the vesting period. At October 31, 2025, unrecognized compensation cost related to NRS’ non-vested Class B common stock was $1.1 million. The unrecognized compensation cost is expected to be recognized over the remaining vesting period that ends in fiscal 2027.

 

Amended and Restated Employment Agreement with Abilio (“Bill”) Pereira

 

On December 21, 2023, the Company entered into an Amended and Restated Employment Agreement with Bill Pereira, the Company’s President and Chief Operating Officer. The agreement provides for, among other things, certain equity grants and a contingent bonus subject to the completion of certain financial milestones as set forth in the agreement. In October 2024, the Company issued to Mr. Pereira 39,155 shares of its Class B common stock with an issue date value of $1.8 million in connection with the achievement of one of these milestones.