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Note 12 - Stock Incentive Plans | 12 Months Ended
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Feb. 02, 2019
Notes to Financial Statements |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] |
( 1 2 ) | Stock Incentive Plans
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:
|  | Options |  |  |  |  |  |  |  |  |
|  | Shares |  |  | Weighted Average Exercise Price |  |  | Weighted Average Remaining Contractual Term |  |  | Aggregate Intrinsic Value (in thousands) |
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 |  |  |  |  |  |  |  |  |
Granted (1) |  |  | 213,687 |  |  |  | 8.60 |  |  |  |  |  |  |  |  |
Exercised (1) |  |  | (53,040 | ) |  |  | 5.20 |  |  |  |  |  |  |  |  |
Forfeited |  |  | (1,536 | ) |  |  | 11.19 |  |  |  |  |  |  |  |  |
Outstanding, February 2, 2019 |  |  | 950,678 |  |  | $ | 9.67 |  |  |  | 4.8 |  |  | $ | - |
Options Exercisable as of: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
February 2, 2019 |  |  | 625,663 |  |  | $ | 9.69 |  |  |  | 4.6 |  |  | $ | - |
( 1 ) No options were granted or exercised for the five weeks ended February 3, 2018. The expense recorded related to options granted during fiscal 2018 and 2017 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 2018 and 2017 were:
|  | 2018 |  |  | 2017 |
Dividend yield |  |  | 0 | % |  |  | 0 | %
Historical volatility |  |  | 50 | % |  |  | 47 | %
Risk-free rate |  |  | 2 | % |  |  | 2 | %
Expected life |  |  | 3.5 |  |  |  | 6.0 |
Weighted average grant date fair value |  | $ | 3.31 |  |  | $ | 4.18 |
The total grant date fair value of options exercised in fiscal 2018 and 2017 was approximately $0.2 million and less than $0.1 million, respectively. The total intrinsic value of options exercised in fiscal 2018 and 2017 was approximately $0.2 million and less than $0.1 million, respectively. The Company generally issues new shares to satisfy option exercises. Future shares available for option, non-vested stock and restricted stock grants were 529,098 and 984,758 at the end of 2018 and 2017, respectively.
| (b) | Restricted Stock
The Company granted restricted stock awards that vest over a one to three -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:
|  | Time-Based Restricted Stock |  |  | Performance-Based Restricted Stock |
|  | Shares |  |  | Weighted Average Grant Date Fair Value |  |  | Shares |  |  | Weighted Average Grant Date Fair Value |
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 or expired |  |  | — |  |  |  | — |  |  |  | (13,704 | ) |  |  | 13.68 |
Outstanding, December 30, 2017 |  |  | 361,539 |  |  | $ | 10.97 |  |  |  | 289,615 |  |  | $ | 13.66 |
Granted (1) |  |  | 208,913 |  |  |  | 8.68 |  |  |  | 83,256 |  |  |  | 8.60 |
Vested (1) |  |  | (178,329 | ) |  |  | 11.82 |  |  |  | (6,323 | ) |  |  | 20.58 |
Forfeited (1) |  |  | (12,345 | ) |  |  | 10.99 |  |  |  | — |  |  |  | - |
Canceled or expired |  |  | — |  |  |  | — |  |  |  | (199,395 | ) |  |  | 15.47 |
Outstanding, February 2, 2019 |  |  | 379,778 |  |  | $ | 9.31 |  |  |  | 167,153 |  |  | $ | 8.73 |
( 1 ) Restricted stock for the five weeks ended February 3, 2018 included the following activity: granted 3,479 shares with a weighted average grant date fair value of $9.25, vested 129 shares with a weighted average grant date fair value of $11.65 and forfeited 7,477 shares with a weighted average grant date fair value of $10.70. No performance shares activity occurred for the five weeks ended February 3, 2018. In 2018, the Company awarded three -year performance-based restricted stock subject to the achievement of pre-established consolidated pre-tax income growth objectives for fiscal 2018, 2019 and 2020. The target number of shares awarded was 62,500 with a weighted average grant date fair value of $8.60 per share. In addition, the Company awarded three -year performance-based restricted stock subject to the achievement of pre-established consolidated revenue growth objectives for fiscal 2018, 2019 and 2020. The target number of shares awarded was 20,756 with a weighted average grant date fair value of $8.60 per share. Both of these performance-based restricted stock awards had a payout opportunity ranging from 25% to 200% of the target number of shares. Based on the Company’s financial results for fiscal 2018, the Company is currently unable to estimate the total number of these shares expected to be earned. In 2017, 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. The target number of shares awarded was 83,897 with a weighted average grant date fair value of $8.85 per share. These shares of performance-based restricted stock had a payout opportunity ranging from 25% to 200% of the target number of shares. Based on the Company’s pre-tax income results for fiscal 2017 and 2018, 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 three -year performance-based restricted stock subject to the achievement of pre-established cumulative total revenue goals for fiscal 2016, 2017 and 2018. The target number of shares awarded was 149,393 with a weighted average grant date fair value of $13.69 per share. These shares of three -year performance-based restricted stock had a payout opportunity ranging from 50% to 200% of the target number of shares. The Company does not expect these shares to be earned. The vesting date fair value of shares that vested in fiscal 2018 and 2017 was $2.2 million and $2.3 million, respectively. The aggregate unearned compensation expense related to options and restricted stock was $3.1 million as of February 2, 2019 and is expected to be recognized over a weighted average period of 1.3 years.

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- Definition The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -URI http://asc.fasb.org/topic&trid=2228938 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 50 -URI http://asc.fasb.org/subtopic&trid=2208855 + Details
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