XML 44 R18.htm IDEA: XBRL DOCUMENT
v3.20.1

Note 12 - Stock Incentive Plans | 12 Months Ended
--- | ---
Feb. 01, 2020
Notes to Financial Statements |
Share-based Payment Arrangement [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. In April 2019, our board of directors approved amendments to the 2017 Restricted Stock & Non-Qualified Stock Option Agreement and the 2018 Restricted Stock Agreement as a result of the unanticipated consolidated pre-tax loss in fiscal year 2018. For the 2017 awards, the agreement amended the calculation of the fiscal 2019 performance section to increase the pre-tax income achievement levels for the Performance-Based Restricted Stock Award. The modification of this award affected the six employees who received the award, none of whom had forfeited their award as of February 1, 2020. For the 2018 award, the agreement increased the pre-tax income achievement levels for the fiscal 2019 and provided that in the event the Company incurred a pre-tax loss in fiscal 2019, the fiscal 2020 pre-tax income achievement levels would likewise be increased. The modification of this award affected the one employee who received the award and who had not forfeited the award as of February 1, 2020. There was no incremental cost to the modification of either award.
| (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, February 2, 2019 |  |  | 950,678 |  |  |  | 9.67 |  |  |  |  |  |  |  |  |
Granted |  |  | - |  |  |  | - |  |  |  |  |  |  |  |  |
Exercised |  |  | (5,980 | ) |  |  | 4.90 |  |  |  |  |  |  |  |  |
Expired |  |  | (21,444 | ) |  |  | 7.19 |  |  |  |  |  |  |  |  |
Outstanding, February 1, 2020 |  |  | 923,254 |  |  | $ | 9.76 |  |  |  | 3.9 |  |  | $ | - |
Options Exercisable as of: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
February 1, 2020 |  |  | 686,353 |  |  | $ | 10.15 |  |  |  | 4.1 |  |  | $ | - |
There were no options granted during fiscal 2019 . The expense recorded related to options granted during fiscal 2018 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 were:
|  | 2018 |
Dividend yield |  |  | 0 | %
Historical volatility |  |  | 50 | %
Risk-free rate |  |  | 2 | %
Expected life |  |  | 3.5 |
Weighted average grant date fair value |  | $ | 3.31 |
The total grant date fair value of options exercised in fiscal 2019 and 2018 was less than $0.1 million and approximately $ 0.2 million, respectively. The total intrinsic value of options exercised in fiscal 2019 and 2018 was less than $0.1 million and approximately $ 0.2 million, respectively. The Company generally issues new shares to satisfy option exercises. Future total shares available for option, non-vested stock and restricted stock grants were 366,109 and 529,098 at the end of 2019 and 2018 , 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, February 2, 2019 |  |  | 379,778 |  |  | $ | 9.31 |  |  |  | 167,153 |  |  | $ | 8.73 |
Granted |  |  | 319,831 |  |  |  | 5.64 |  |  |  | 95,811 |  |  |  | 5.61 |
Vested |  |  | (217,972 | ) |  |  | 9.76 |  |  |  | - |  |  |  | - |
Forfeited |  |  | (28,234 | ) |  |  | 6.04 |  |  |  | - |  |  |  | - |
Outstanding, February 1, 2020 |  |  | 453,403 |  |  | $ | 6.71 |  |  |  | 262,964 |  |  | $ | 7.59 |
In fiscal 2019 , the Company awarded three -year performance-based restricted stock subject to the achievement of pre-established consolidated pre-tax income growth objectives for fiscal 2019, 2020, and 2021. The target number of shares awarded was 95,811 with a weighted average grant date fair value of $ 5.61 per share. This performance-based restricted stock award 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 2019 , the Company currently estimates the minimum number of shares that will be earned is approximately 12,460, assuming no forfeitures. The Company is currently unable to estimate the total number of these shares expected to be earned. In fiscal 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 and 2019, the Company currently estimates the minimum number of shares that will be earned is approximately 16,260 , assuming no forfeitures. The Company is currently unable to estimate the total number of these shares expected to be earned. In fiscal 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, 2018 and 2019, the number of shares expected to be earned is 28,189, assuming no forfeitures, resulting in 55,708 shares being cancelled on the vesting date. Th e vesting date fair value of shares that vested in fiscal 2019 and 2018 was $ 2.1 million and $ 2.2 million, respectively.

X
- Definition The entire disclosure for share-based payment arrangement. + 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 + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_DisclosureTextBlockAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration