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Stock-Based Compensation
9 Months Ended
Dec. 24, 2011
Stock-Based Compensation [Abstract]  
STOCK-BASED COMPENSATION

NOTE 3 – STOCK-BASED COMPENSATION

The Transcat, Inc. 2003 Incentive Plan, as Amended and Restated (the “2003 Plan”), provides for, among other awards, grants of restricted stock and stock options to directors, officers and key employees at the fair market value at the date of grant. At December 24, 2011, the number of shares available for future grant under the 2003 Plan totaled 0.1 million.

In addition, Transcat maintained a warrant plan for its directors (the “Directors’ Warrant Plan”). Under the Directors’ Warrant Plan, as amended, warrants were granted to non-employee directors to purchase common stock at the fair market value at the date of grant. All warrants authorized for issuance pursuant to the Directors’ Warrant Plan have been granted and as of December 24, 2011, no warrants were outstanding.

 

Restricted Stock: During fiscal years 2012, 2011 and the fiscal year ended March 27, 2010 (“fiscal year 2010”), the Company granted performance-based restricted stock awards that vest following the third fiscal year from the date of grant subject to certain cumulative diluted earnings per share growth targets over the eligible period.

Compensation cost ultimately recognized for these performance-based restricted stock awards will equal the grant date fair market value of the award that coincides with the actual outcome of the performance conditions. On an interim basis, the Company records compensation cost based on an assessment of the probability of achieving the performance conditions. At December 24, 2011, the Company estimated the probability of achievement for the performance-based restricted stock awards granted in fiscal years 2012, 2011 and 2010 to be 100%, 75% and 50% of the target levels, respectively. Total expense relating to performance-based restricted stock awards, based on grant date fair value and the estimated probability of achievement, was $0.2 million in the first nine months of fiscal years 2012 and 2011. Unearned compensation totaled $0.4 million as of December 24, 2011.

On April 4, 2011, the Company granted restricted stock awards, which vested immediately, to its officers and certain key employees. Total expense related to these restricted stock awards, based on grant date fair value, was $0.1 million in the first nine months of fiscal year 2012.

Stock Options: Options generally vest over a period of up to four years, using either a graded schedule or on a straight-line basis, and expire ten years from the date of grant. The expense relating to options is recognized on a straight-line basis over the requisite service period for the entire award.

The following table summarizes the Company’s options as of and for the first nine months ended December 24, 2011:

 

                                 
         

Weighted

Average

    Weighted
Average
       
    Number     Exercise     Remaining     Aggregate  
    Of     Price Per     Contractual     Intrinsic  
    Shares     Share     Term (in years)     Value  

Outstanding as of March 26, 2011

    654     $ 5.77                  

Granted

    —         —                    

Exercised

    (26     5.15                  

Cancelled/Forfeited

    —         —                    
   

 

 

                         

Outstanding as of December 24, 2011

    628       5.80       5     $ 3,580  
   

 

 

   

 

 

   

 

 

   

 

 

 

Exercisable as of December 24, 2011

    596       5.76       5       3,419  
   

 

 

   

 

 

   

 

 

   

 

 

 

The aggregate intrinsic value in the table above represents the total pre-tax intrinsic value (the difference between the Company’s closing stock price on the last trading day of the third quarter of fiscal year 2012 and the exercise price, multiplied by the number of in-the-money stock options) that would have been received by the option holders had all holders exercised their options on December 24, 2011. The amount of aggregate intrinsic value will change based on the fair market value of the Company’s stock.

Total unrecognized compensation cost related to non-vested stock options as of December 24, 2011 was less than $0.1 million, which is expected to be recognized over a weighted average period of less than one year. The aggregate intrinsic value of stock options exercised in the first nine months of fiscal year 2012 was $0.2 million. Cash received from the exercise of options in the first nine months of fiscal year 2012 was $0.1 million.

Warrants: The following table summarizes the Company’s warrants as of and for the first nine months ended December 24, 2011:

 

                 
          Weighted  
          Average  
    Number     Exercise  
    Of     Price Per  
    Shares     Share  

Outstanding as of March 26, 2011

    17     $ 5.80  

Granted

    —         —    

Exercised

    (17     5.80  

Cancelled/Forfeited

    —         —    
   

 

 

         

Outstanding as of December 24, 2011

    —         —    
   

 

 

         

 

The aggregate intrinsic value of warrants exercised in the first nine months of fiscal year 2012 was less than $0.1 million. Cash received from the exercise of warrants in the first nine months of fiscal year 2012 was less than $0.1 million.