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Note 11 - Stock Incentive Plans
12 Months Ended
Dec. 30, 2017
Notes to Financial Statements  
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]
(
1
1
)
Stock Incentive Plans
 
In
2003,
the Company adopted the Build-A-Bear Workshop, Inc.
2002
Stock Incentive Plan
. In
2004,
the Company adopted the Build-A-Bear Workshop, Inc.
2004
Stock Incentive Plan which the Company amended and restated in
2009
and
2014
(collectively, the Incentive Plans).
 
On
March 14, 2017,
the Company
’s Board of Directors (the “Board”) adopted, subject to stockholder approval, the Build-A-Bear Workshop, Inc.
2017
Omnibus Incentive Plan (the
“2017
Plan”). On
May 11, 2017,
at the Company’s
2017
Annual Meeting of Stockholders, the Company’s stockholders approved the
2017
Plan. The
2017
Plan, which is administered by the Compensation and Development Committee of the Board, permits the grant of stock options (including both incentive and non-qualified stock options), stock appreciation rights, restricted stock, cash and other stock-based awards, some of which
may
be performance-based pursuant to the terms of the
2017
Plan. The Board
may
amend, modify or terminate the
2017
Plan at any time, except as otherwise provided in the
2017
Plan. The
2017
Plan will terminate on
March 14, 2027,
unless earlier terminated by the Board. The number of shares of the Company’s common stock authorized for issuance under the
2017
Plan is
1,000,000,
plus shares of stock subject to outstanding awards made under the Incentive Plans that on or after
March 21, 2017
may
be forfeited, expire or be settled for cash.
 
 
(a)
Stock Options
 
The following table is a summary of the balance and activity for the Plans related to stock options for the periods presented:
 
   
 
 
 
 
 
 
 
 
Weighted
   
Aggregate
 
   
 
 
 
 
Weighted
   
Average
   
Intrinsic
 
   
Number of
   
Average
   
Remaining
   
Value
 
   
Shares
   
Exercise Price
   
Contractual Term
   
(in thousands)
 
Outstanding, January 3, 2015
   
714,451
    $
8.14
     
 
     
 
 
Granted
   
71,517
     
20.58
     
 
     
 
 
Exercised
   
(150,409
)    
6.07
     
 
     
 
 
Forfeited
   
(19,003
)    
12.15
     
 
     
 
 
Canceled or expired
   
(41,705
)    
32.95
     
 
     
 
 
Outstanding, January 2, 2016
   
574,851
     
8.30
     
 
     
 
 
Granted
   
213,156
     
13.68
     
 
     
 
 
Exercised
   
(30,223
)    
5.91
     
 
     
 
 
Forfeited
   
-
     
-
     
 
     
 
 
Canceled or expired
   
-
     
-
     
 
     
 
 
Outstanding, December 31, 2016
 
 
757,784
   
 
9.91
   
 
 
 
 
 
 
 
Granted
 
 
72,051
   
 
8.85
   
 
 
 
 
 
 
 
Exercised
 
 
(1,269
)
 
 
6.36
   
 
 
 
 
 
 
 
Forfeited
 
 
(26,795
)
 
 
13.45
   
 
 
 
 
 
 
 
Canceled or expired
 
 
(10,204
)
 
 
12.51
   
 
 
 
 
 
 
 
Outstanding, December 30, 2017
 
 
791,567
   
$
9.67
   
 
5.8
   
$
1,228
 
                                 
Options Exercisable As Of:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
December 30, 2017
 
 
569,361
   
$
8.46
   
 
4.8
   
$
1,203
 
 
The expense recorded related to options granted during fiscal
2017,
2016
and
2015
was determined using the Black-Scholes option pricing model and the provisions of SAB
107
and
110,
which allow the use of a simplified method to estimate the expected term of “plain vanilla” options. The assumptions used in the option pricing model during fiscal
2017,
2016
and
2015
were:
 
   
2017
   
2016
   
2015
 
                                 
Dividend yield
 
 
0%
     
 
0%
 
     
 
0%
 
 
Historical volatility
 
 
47%
     
52%
-
55%
     
51%
-
58%
 
Risk-free rate
 
 
2%
     
1.4%
-
1.6%
     
1.5%
-
1.8%
 
Expected life (in years)
 
 
6
     
 
6
 
     
 
6
 
 
Weighted average grant date fair value
   
$4.18
     
 
$7.13
 
     
 
$11.20
 
 
 
The total grant date fair value of options exercised in fiscal
2017,
2016
and
2015
was approximately less than
$0.1
million,
$0.1
 million, and
$0.6
million, respectively. The total intrinsic value of options exercised in fiscal
2017,
2016
and
2015
was approximately less than
$0.1
million,
$0.2
 million and
$2.1
million, respectively. The Company generally issues new shares to satisfy option exercises.
 
Shares available for future option, non-vested stock and restricted stock grants
were
984,758
and
545,799
at the end of
2017
and
2016,
respectively.
 
 
(b)
Restricted Stock
 
The Company
granted restricted stock awards that vest over a
1
to
3
-year period. Recipients of time-based restricted stock awards have the right to vote and receive dividends as to all unvested shares. Recipients of performance-based restricted stock awards have the right to vote and receive dividends upon satisfaction of the performance criteria and certain of these awards’ dividend rights are also subject to time-based vesting. The following table is a summary of the balance and activity for the Plans related to unvested time-based and performance-based restricted stock granted as compensation to employees and directors for the periods presented:
 
   
Restricted Stock
   
Performance Shares
 
   
 
 
 
 
Weighted
   
 
 
 
 
Weighted
 
   
 
 
 
 
Average
   
 
 
 
 
Average
 
   
Number of
   
Grant Date
   
Number of
   
Grant Date
 
   
Shares
   
Fair Value
   
Shares
   
Fair Value
 
Outstanding, January 3, 2015
   
419,674
    $
7.64
     
-
    $
-
 
Granted
   
107,004
     
19.59
     
86,222
     
20.71
 
Vested
   
(205,137
)    
7.84
     
-
     
-
 
Forfeited
   
(44,988
)    
8.89
     
(2,160
)    
20.80
 
Canceled
   
-
     
-
     
-
     
-
 
Outstanding, January 2, 2016
   
276,553
     
11.93
     
84,062
     
20.70
 
Granted
   
203,613
     
13.58
     
176,611
     
13.68
 
Vested
   
(152,548
)    
11.22
     
(7,039
)    
20.56
 
Forfeited
   
(11,502
)    
13.45
     
-
     
-
 
Canceled
   
-
     
     
(12,493
)    
20.56
 
Outstanding, December 31, 2016
 
 
316,116
   
 
13.30
   
 
241,141
   
 
15.39
 
Granted
 
 
258,060
   
 
9.18
   
 
83,897
   
 
8.85
 
Vested
 
 
(179,132
)
 
 
12.20
   
 
(6,472
)
 
 
20.54
 
Forfeited
 
 
(33,505
)
 
 
12.55
   
 
(15,247
)
 
 
14.28
 
Canceled
 
 
-
   
 
   
 
(13,704
)
 
 
13.68
 
Outstanding, December 30, 2017
 
 
361,539
   
$
10.97
   
 
289,615
   
$
13.66
 
 
In
201
7,
the Company awarded
three
-year performance-based restricted stock subject to the achievement of pre-established pre-tax income growth objectives for fiscal
2017,
2018
and
2019.
These shares of performance-based restricted stock had a payout opportunity ranging from
25%
to
200%
of the target number of shares. The target number of shares awarded was
83,897
with a weighted average grant date fair value of
$8.85
per share. Based on the Company’s pre-tax income results for fiscal
2017,
the Company currently estimates the minimum number of shares that will be earned is approximately
12,580,
assuming
no
forfeitures. The Company is currently unable to estimate the total number of these shares expected to be earned.
 
In
2016,
the Company awarded performance-based restricted stock subject to the achievement of pre-established pre-tax income objectives for fiscal
2016.
These shares of performance-based restricted stock had a payout opportunity ranging from
50%
to
200%
of the target number of shares. The target number of shares awarded was
15,366
with a weighted average grant date fair value of
$13.57
per share. Based on the Company’s pre-tax income results for fiscal
2016,
none
of these shares were earned. Additionally, the Company awarded
three
-year performance-based restricted stock subject to the achievement of pre-established cumulative total revenue goals for fiscal
2016,
2017
and
2018.
These shares of
three
-year performance-based restricted stock also had a payout opportunity ranging from
50%
to
200%
of the target number of shares. The target number of shares awarded was
161,245
with a weighted average grant date fair value of
$13.69
per share. The Company is currently unable to estimate the total number of these shares expected to be earned.  
 
In
2015,
the Company awarded performance-based restricted stock subject to the achievement of pre-established pre-tax inc
ome objectives for fiscal
2015.
These shares of performance-based restricted stock had a payout opportunity ranging from
50%
to
200%
of the target number of shares. The target number of shares awarded was
36,222
with a weighted average grant date fair value of
$20.58
per share. Based on the Company’s pre-tax income results for fiscal
2015,
the number of shares earned was
22,458.
Additionally, the Company awarded
three
-year performance-based restricted stock subject to the achievement of pre-established cumulative pre-tax income goals for fiscal
2015,
2016
and
2017.
These shares of
three
-year performance-based restricted stock also had a payout opportunity ranging from
50%
to
200%
of the target number of shares. The target number of shares awarded was
50,000
with a weighted average grant date fair value of
$20.80
per share. The Company does
not
expect these shares to be earned.  
 
The vesting date fair value of shares that vested in
fiscal
2017,
2016
and
2015
was
$2.3
million,
$1.9
million and
$4.0
million, respectively. The aggregate unearned compensation expense related to options and restricted stock was
$3.5
million as of
December 
30,
2017
and is expected to be recognized over a weighted average period of
1.3
years.