XML 25 R13.htm IDEA: XBRL DOCUMENT
v3.23.2

Equity Compensation Plans | 12 Months Ended
--- | ---
May 31, 2023
Equity Compensation Plans | 5. Equity Compensation Plans The Company’s long-term incentive plans allow for the grant of various types of share-based awards to officers, directors and other key employees of the Company. Incentive and non-qualified options to purchase shares of common stock have been granted under the terms of the 2018 Omnibus Incentive Plan. These options are granted at an exercise price of the closing price of the common stock on the date of grant. Options vest ratably over three and five year periods and the contractual terms are generally five, seven or ten years. The Company grants restricted stock units (RSUs) under the terms of the 2018 Omnibus Incentive Plan, which vest ratably over three and five year periods. The fair value of the options was estimated at the date of the grant using the Black-Scholes option pricing model. The fair value of the RSUs is determined based on the closing price of the common stock on the date of grant. Remaining shares available for grant under share-based compensation plans were 2,871,000, 5,386,000, and 6,355,000 at May 31, 2023, 2022, and 2021, respectively. Compensation expense related to share-based awards was $10,177, $7,154, and $6,437 in fiscal years 2023, 2022, and 2021, respectively. Options
(options in thousands) |  | Options |  |  | Weighted-Average Exercise Price |  |  | Weighted-Average Grant Date Fair Value |
Outstanding at May 31, 2020 (972 exercisable) |  |  | 4,324 |  |  | $ | 27.98 |  |  | $ | 6.98 |
Granted |  |  | 403 |  |  |  | 34.23 |  |  |  | 7.71 |
Exercised |  |  | (1,389 | ) |  |  | 24.38 |  |  |  | 6.31 |
Forfeited |  |  | (381 | ) |  |  | 28.99 |  |  |  | 7.20 |
Outstanding at May 31, 2021 (643 exercisable) |  |  | 2,957 |  |  |  | 27.98 |  |  |  | 6.98 |
Granted |  |  | 615 |  |  |  | 36.42 |  |  |  | 8.49 |
Exercised |  |  | (281 | ) |  |  | 22.79 |  |  |  | 6.29 |
Forfeited |  |  | (47 | ) |  |  | 33.93 |  |  |  | 8.02 |
Outstanding at May 31, 2022 (1,191 exercisable) |  |  | 3,244 |  |  |  | 32.13 |  |  |  | 7.66 |
Granted |  |  | 1,704 |  |  |  | 14.68 |  |  |  | 4.61 |
Exercised |  |  | (22 | ) |  |  | 14.78 |  |  |  | 4.23 |
Forfeited |  |  | (704 | ) |  |  | 29.81 |  |  |  | 7.26 |
Outstanding at May 31, 2023 (1,401 exercisable) |  |  | 4,222 |  |  |  | 25.56 |  |  |  | 6.51 |
The following is a summary of stock options outstanding at May 31, 2023:
|  | Options Outstanding |  |  | Options Exercisable |
|  |  |  |  | Average |  |  |  |  |  |  |  |  |  |
(options in thousands) |  |  |  |  | Contractual Life |  |  | Weighted-Average |  |  |  |  |  | Weighted-Average |
Range of Exercise Price |  | Number |  |  | (in years) |  |  | Exercise Price |  |  | Number |  |  | Exercise Price |
$12.20 - $20.00 |  |  | 1,585 |  |  |  | 6.3 |  |  | $ | 13.63 |  |  |  | 27 |  |  | $ | 15.95 |
$20.01 - $28.00 |  |  | 138 |  |  |  | 6.7 |  |  |  | 25.11 |  |  |  | 90 |  |  |  | 23.93 |
$28.01 - $36.00 |  |  | 2,124 |  |  |  | 1.8 |  |  |  | 31.77 |  |  |  | 1,205 |  |  |  | 31.84 |
$36.01 - $42.15 |  |  | 375 |  |  |  | 3.4 |  |  |  | 40.94 |  |  |  | 79 |  |  |  | 40.99 |
|  |  | 4,222 |  |  |  | 3.8 |  |  | $ | 25.56 |  |  |  | 1,401 |  |  | $ | 31.54 |
The weighted average exercise price of shares subject to options that were exercisable at May 31, 2022 and 2021 was $30.24 and $28.10, respectively. Remaining compensation cost to be expensed in future periods for non-vested options was $11,729 at May 31, 2023, with a weighted average expense recognition period of 2.4 years.
|  | Year ended May 31 |
|  | 2023 |  |  | 2022 |  |  | 2021 |
Aggregate intrinsic value of options outstanding |  | $ | 6,154 |  |  | $ | 850 |  |  | $ | 46,667 |
Aggregate intrinsic value of options exercisable |  | $ | 42 |  |  | $ | 817 |  |  | $ | 11,617 |
Aggregate intrinsic value of options exercised |  | $ | 73 |  |  | $ | 5,507 |  |  | $ | 22,349 |
The fair value of stock options granted was estimated using the following weighted-average assumptions:
|  | Year ended May 31 |
|  | 2023 |  |  | 2022 |  |  | 2021 |
Risk-free interest rate |  |  | 3.3 | % |  |  | 0.4 | % |  |  | 0.2 | %
Expected dividend yield |  |  | 0.0 | % |  |  | 0.0 | % |  |  | 0.0 | %
Expected stock volatility |  |  | 34.0 | % |  |  | 32.8 | % |  |  | 31.3 | %
Expected option life |  | 4.5 years |  |  | 3.12 years |  |  | 3.25 years |
The risk-free interest rate for periods within the expected life of options granted is based on the United States Treasury yield curve in effect at the time of grant. Expected stock price volatility is based on historical volatility of the Company’s stock. The expected option life, representing the period of time that options granted are expected to be outstanding, is based on historical option exercise and employee termination data. We include recent historical experience in estimating our forfeitures. As employees terminate, grant tranches expire or as forfeitures are known, estimated expense is adjusted to actual. For options granted in fiscal years 2023, 2022, and 2021, the Company recorded charges in general and administrative expense based on the fair value of stock options using the straight-line method over the vesting period of three to five years. Restricted Stock Units The RSUs are expensed straight-line over the remaining weighted-average period of 2.7 years. On May 31, 2023, there was $10,839 in unamortized compensation cost related to non-vested RSUs. The fair value of restricted stock units vested during fiscal years 2023 and 2022 was $820 and $1,032, respectively. There were no RSUs that vested during fiscal year 2021.
(RSU Grants in thousands) |  | RSUs |  |  | Weighted Average Grant Date Fair Value |
Outstanding at May 31, 2021 |  |  | 121 |  |  | $ | 34.21 |
Granted |  |  | 169 |  |  |  | 37.28 |
Released |  |  | (25 | ) |  |  | 34.24 |
Forfeited |  |  | (8 | ) |  |  | 36.80 |
Outstanding at May 31, 2022 |  |  | 257 |  |  |  | 36.14 |
Granted |  |  | 596 |  |  |  | 13.83 |
Released |  |  | (60 | ) |  |  | 35.14 |
Forfeited |  |  | (27 | ) |  |  | 22.81 |
Outstanding at May 31, 2023 |  |  | 766 |  |  |  | 19.30 |
The weighted average grant date fair value of the fiscal year 2021 awards was $34.21. Employee Stock Purchase Plan The Company offers eligible employees the option to purchase common stock at a 5% discount to the lower of the market value of the stock at the beginning or end of each participation period under the terms of the 2021 Employee Stock Purchase Plan. The discount is recorded in general and administrative expense. Total individual purchases in any year are limited to 10% of compensation. Shares purchased by employees through this program were 94,604 in fiscal 2023, 43,456 in fiscal 2022, and 38,406 in fiscal 2021. As of May 31, 2023, common stock totaling 881,323 of the 1,000,000 authorized shares remained reserved for issuance under the plan.

X
- Definition The entire disclosure for share-based payment arrangement. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -URI https://asc.fasb.org/topic&trid=2228938 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (l) -URI https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901 Reference 4: http://www.xbrl.org/2003/role/exampleRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (a)(1) -URI https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (h)(2)(i) -URI https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 2 -Subparagraph (h)(2) -URI https://asc.fasb.org/extlink&oid=128089324&loc=d3e5070-113901 + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration