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Employee Benefits
9 Months Ended
Oct. 31, 2025
Disclosure Text Block Supplement [Abstract]  
Compensation and Employee Benefit Plans [Text Block]

11. Employee Benefits

 

Until its expiration on June 1, 2025, the Company maintained the REX 2015 Incentive Plan, approved by its shareholders, which reserved a total of 3,300,000 split-adjusted shares of common stock for issuance pursuant to its terms. The plan provided 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 TSR compared to the TSRs of companies that comprise the Russell 2000 Index over a three-year performance period (see below). The Company measures share-based compensation grants at fair value on the grant date, adjusted for estimated forfeitures. The Company records non-cash compensation expense related to liability and equity awards in its consolidated financial statements over the requisite service period on a straight-line basis. At its time of expiration, 1,065,809 shares (pre-2025 split) remained available for issuance under the plan.

 

An immaterial error was identified and corrected during the three-month period ended October 31, 2025, related to restricted stock awards that were reported as granted in June 2025 but were no longer available for grant as the plan had recently expired. The Board of Directors has acknowledged that the purported June restricted stock awards were not validly granted. The correcting entry reversed 119,856 shares granted and the related expense of approximately $0.3 million and reestablished an incentive compensation accrual of approximately $2.0 million. The Company anticipates that it will request its shareholders to approve a replacement equity plan at its Annual Meeting in 2026.

 

Restricted Stock Awards

 

As a component of their compensation, restricted stock has been granted in the past to directors and certain employees at the closing market price of REX common stock on the grant date. In addition, one quarter of executives’ incentive compensation is payable by an award of restricted stock based on the then closing market price of REX common stock on the grant date. The Company’s board of directors has determined that the grant date will be June 15th, or the next business day if June 15th is not a business day, for all grants of restricted stock.

 

Based on retirement eligibility provisions, a portion of restricted stock grants were expensed at grant date, based on grant date fair value, thus considered vested for accounting purposes. At October 31, 2025, 20,964 shares were unvested for accounting purposes and unrecognized compensation cost related to

these nonvested restricted stock awards was approximately $317,000, to be recognized over a weighted average vesting term of 1.3 years.

 

The following tables summarize legally unvested restricted stock award activity for the periods presented:

 

   Nine Months Ended October 31, 2025 
             
   Shares   Weighted
Average Grant
Date Fair Value
(000’s)
   Weighted
Average Remaining
Vesting Term
(in years)
 
                
Unvested at January 31, 2025   324,784   $6,190    2 
Granted   
-
    
-
      
Forfeited   
-
    
-
      
Vested   164,420    2,946      
                
Unvested at October 31, 2025   160,364   $3,244    1 
                
   Nine Months Ended October 31, 2024 
             
   Shares   Weighted
Average Grant
Date FairValue
(000’s)
   Weighted
Average Remaining
Vesting Term
(in years)
 
                
Unvested at January 31, 2024   325,710   $5,369    2 
Granted   126,814    2,894      
Forfeited   
-
    
-
      
Vested   127,740    2,073      
                
Unvested at October 31, 2024   324,784   $6,190    2 

Restricted Stock Units

 

In May 2022, the Company issued a total of 135,000 RSUs to certain officers with a performance period that ended on December 31, 2024. The number of RSUs eligible to vest ranged from zero percent to two-hundred percent and was determined based on how the Company’s TSR compared to the TSR of companies that comprised the Russell 2000 Index during the performance period. The calculated payout of the RSUs that vested was 148%, or 199,800 shares of REX common stock, and the shares were issued on February 26, 2025.

 

The Company did not recognize any compensation cost related to RSUs in the three- or nine-month periods ended October 31, 2025. The Company recognized compensation cost related to RSUs of approximately $0.3 million and $0.8 million in the three- and nine-month periods ended October 31, 2024, respectively.

 

For the three- and nine-month periods ended October 31, 2024, we calculated the diluted weighted average shares as follows (amounts in thousands):

 

   Three Months Ended
October 31, 2024
       Nine Months Ended
October 31, 2024
Weighted average shares – basic              35,189                          35,100            
Dilutive effect of RSUs   256    246 
Weighted average shares – diluted   35,445    35,346