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Note 12 - Stock Incentive Plans
 12 Months Ended
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.