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Note 3 - Stock-Based Compensation
 3 Months Ended
Jun. 30, 2012
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]
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 June 30, 2012, the number of shares available for future grant under the 2003 Plan totaled 0.1 million.

Restricted Stock:  The Company grants performance-based restricted stock awards as a primary component of executive compensation.  The awards generally 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.  The Company achieved 75% of the target level for the performance-based restricted stock awards granted in the fiscal year ended March 27, 2010 (“fiscal year 2010”) and as a result, issued 52 thousand shares of common stock to executive officers during the first quarter of fiscal year 2013.  At June 30, 2012, the Company estimated the probability of achievement for the awards granted in fiscal years 2013 and 2012 to be 100% of the target levels and 75% of the target levels for the awards granted in the fiscal year ended March 26, 2011 (“fiscal year 2011”).  Total expense relating to performance-based restricted stock awards, based on grant date fair value and the estimated probability of achievement, was less than $0.1 million in the first quarter of fiscal years 2013 and 2012.  Unearned compensation totaled $0.8 million as of June 30, 2012.

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 quarter 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 quarter ended June 30, 2012:

   
Number
Of
Shares
   
Weighted
Average
Exercise
Price Per
Share
   
Weighted Average
Remaining
Contractual
Term (in years)
   
Aggregate
Intrinsic
Value
 
Outstanding as of March 31, 2012
    597     $ 5.94                  
Granted
    -       -                  
Exercised
    (10 )     4.03                  
Cancelled/Forfeited
    (20 )     6.65                  
Outstanding as of June 30, 2012
    567       5.95       4     $ 516  
Exercisable as of June 30, 2012
    560       5.94       4       516  

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 first quarter of fiscal year 2013 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 June 30, 2012.  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 June 30, 2012 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 quarter of fiscal year 2013 was less than $0.1 million.  Cash received from the exercise of options in the first quarter of fiscal year 2013 was less than $0.1 million.