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STOCK-BASED COMPENSATION
12 Months Ended
Mar. 26, 2016
STOCK-BASED COMPENSATION [Abstract]  
STOCK-BASED COMPENSATION

NOTE 6 – 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 units and stock options to directors, officers and key employees at the fair market value at the date of grant. At March 26, 2016, 1.3 million shares were available for future grant under the 2003 Plan.

 

Restricted Stock

 

The Company grants performance-based restricted stock units as a primary component of executive compensation. The units 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 performance-based restricted stock units will equal the grant date fair market value of the unit that coincides with the actual outcome of the performance conditions. On an interim basis, the Company records compensation cost based on the estimated level of achievement of the performance conditions.

The following table summarizes the performance-based restricted stock units vested and shares issued during fiscal years 2015 and 2016:

Total Grant Date
Number Fair Target Number of Date
Date Measurement of Units Value Level Shares Shares
Granted Period Granted Per Unit Achieved Issued Issued
April 2011       April 2011 - March 2014       37       $8.44       114 %       42       May 2014
April 2012 April 2012 - March 2015 24 $13.11 75 %    18 May 2015


The following table summarizes the non-vested performance-based restricted stock units outstanding as of March 26, 2016:

        Total     Grant Date     Estimated
        Number     Fair     Level of
Date   Measurement   of Units     Value     Achievement at
Granted   Period   Granted     Per Unit     March 26, 2016
April 2013   April 2013 - March 2016     99     $ 6.17     50% of target level
April 2014   April 2014 - March 2017     61     $ 9.28     50% of target level
April 2015   April 2015 – March 2018     73     $ 9.59     75% of target level

 

Total expense relating to performance-based restricted stock units, based on grant date fair value and the achievement criteria, was $0.2 million and $0.3 million in fiscal years 2016 and 2015, respectively. Unearned compensation totaled $0.5 million as of March 26, 2016.

 

During fiscal year 2016, the Company's Board of Directors granted a stock award of two thousand shares of common stock under the 2003 Plan to a retiring board member. The award vested in the second quarter of fiscal year 2016. During fiscal year 2015, the Company's Board of Directors granted stock awards to its Executive Chairman and to a retiring board member. The Executive Chairman received an award of ten thousand shares of common stock under the 2003 Plan.  50% this award vested in the second quarter of fiscal year 2015, and the remaining 50% vested in the second quarter of fiscal year 2016. The retiring board member received an award of two thousand shares of common stock under the 2003 Plan. This award vested in the second quarter of fiscal year 2015. Total expense relating to these stock awards, based on grant date fair value, was less than $0.1 million in fiscal year 2016 and was $0.1 million in fiscal year 2015.  

 

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 for fiscal years 2016 and 2015:

 

          Weighted     Weighted        
          Average     Average        
    Number   Exercise     Remaining     Aggregate  
    of   Price Per     Contractual     Intrinsic  
    Shares   Share     Term (in Years)     Value  
Outstanding as of March 29, 2014     609     $ 6.58                  
Granted     10       9.66                  
Exercised     (58 )     4.66                  
Outstanding as of March 28, 2015     561    
6.83                  
Exercised     (50 )     5.35                  
Forfeited     (1 )     4.26                  
Options Redeemed     (16 )     5.68                  
Outstanding as of March 26, 2016     494       7.03       3     $ 1,535  
Exercisable as of March 26, 2016     414       6.92       2     $ 1,330  

 

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 fiscal year 2016 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 March 26, 2016. The amount of aggregate intrinsic value will change based on the fair market value of the Company's stock.

 

During both of fiscal years 2016 and 2015, total expense relating to stock options was $0.1 million. Total unrecognized compensation cost related to non-vested stock options as of March 26, 2016 was $0.1 million, which is expected to be recognized over a weighted average period of one year. The aggregate intrinsic value of stock options exercised in fiscal years 2016 and 2015 was $0.2 million and $0.3 million, respectively. Cash received from the exercise of options in each of fiscal years 2016 and 2015 was $0.3 million.