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EMPLOYEE BENEFITS
12 Months Ended
Jan. 31, 2025
Disclosure Text Block Supplement [Abstract]  
Compensation and Employee Benefit Plans [Text Block]
10.EMPLOYEE BENEFITS

 

The Company maintains the REX American Resources Corporation 2015 Incentive Plan, approved by its shareholders, which reserved a total of 1,650,000 shares of common stock for issuance pursuant to its terms. The plan provides for the granting of shares of stock, including options to purchase shares of common stock, stock appreciation rights tied to the value of common stock, restricted stock, and restricted stock unit awards to eligible employees, non-employee directors and consultants. Until 2022, the Company had only granted restricted stock awards.  In May 2022, the Company issued restricted stock units to certain officers of the Company which vested based on the Company’s Total Shareholder Return (TSR) compared to the TSRs of companies that comprise the Russell 2000 Index over a three-year performance period. The Company measures share-based compensation grants at fair value on the grant date, adjusted for estimated forfeitures. The Company records noncash compensation expense related to equity awards in its consolidated financial statements over the requisite service period on a straight-line basis. At January 31, 2025, 1,065,809 shares remain available for issuance under the Plan, after taking into account restricted stock units that vested, detailed further below.

 

Restricted Stock Awards

 

As a component of their compensation, restricted stock has been granted to directors and certain employees at the market price of REX common stock on the date of the grant. In addition, one-quarter of executives’ incentive compensation is payable by an award of restricted stock based on the then market price of REX common stock. The Company’s board of directors has determined that the grant date will be June 15th, or the next business day, for all grants of restricted stock.

 

Based on retirement eligibility provisions, a portion of restricted stock grants are expensed at grant date, based on grant date fair value, thus considered vested for accounting purposes. At January 31, 2025, 20,046 shares were unvested for accounting purposes and unrecognized compensation cost related to these nonvested restricted stock awards was approximately $554,000, to be recognized over a weighted average vesting term of 1.9 years.

 

The following table summarizes legally non-vested restricted stock award activity for fiscal years 2024, 2023, and 2022:

 

   2024 
   Non-Vested
Shares
   Weighted
Average Grant
Date Fair Value
(000’s)
   Weighted
Average Remaining
VestingTerm
(in years)
 
                
Non-Vested at January 31, 2024   162,855   $5,369    2 
Granted   63,407    2,894      
Forfeited   
-
    
-
      
Vested   63,870    2,073      
                
Non-Vested at January 31, 2025   162,392   $6,190    2 
   2023 
   Non-Vested
Shares
   Weighted
Average Grant
Date Fair Value
(000’s)
   Weighted
Average Remaining
VestingTerm
(in years)
 
                
Non-Vested at January 31, 2023   81,264   $2,320    2 
Granted   113,726    3,945      
Forfeited   
-
    
-
      
Vested   32,135    896      
                
Non-Vested at January 31, 2024   162,855   $5,369    2 

 

   2022 
   Non-Vested
Shares
   Weighted
Average Grant
Date Fair Value
(000s)
   Weighted
Average Remaining
Vesting Term
(in years)
 
                
Non-Vested at January 31, 2022   30,167   $773    1 
Granted   70,689    2,032      
Forfeited   450    13      
Vested   19,142    472      
                
Non-Vested at January 31, 2023   81,264   $2,320    2 

 

Restricted Stock Units (RSUs)

 

In May 2022, the Company issued a total of 67,500 RSUs to certain officers. The number of RSUs that would vest was determined based on how the Company’s TSR compared to the TSR of companies that comprise the Russell 2000 Index during the three-year performance period ended December 31, 2024. The number of RSUs eligible to vest ranged from zero percent to two hundred percent, depending on actual performance during the performance period. At grant date, the fair value of the RSUs was approximately $2.7 million based on a Monte-Carlo simulation model.

 

For the years ended January 31, 2025 and 2024, the Company recognized compensation cost of approximately $0.9 million and $1.1 million, respectively, related to RSUs. Unrecognized compensation cost related to nonvested RSUs was $0 and approximately $0.9 million at January 31, 2025 and 2024, respectively.

 

The performance period for these awards ended on December 31, 2024. The calculated payout of the units that vested was 148%, or 99,900 shares. As the shares were vested upon completion of the performance period and the shares were issued at the end of February 2025, it was determined appropriate to include these shares within weighted average shares – basic. The company had no other dilutive shares at January 31, 2025.

 

At January 31, 2024, we calculated the diluted weighted average shares as follows (amounts in thousands):

 

Weighted average shares - basic   17,482 
Dilutive effect of RSUs   94 
Weighted average shares - diluted   17,576