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Stockholders' Equity
 12 Months Ended
Jan. 29, 2023
Equity [Abstract]  
Stockholders' Equity Stockholders’ Equity
Share issuances and repurchases
During fiscal 2020, the Company sold 16,743,352 shares of its common stock at an average price of $11.08 per share, for proceeds of $182,207, net of offering costs.
On December 6, 2021, our Board of Directors approved a share repurchase program, under which the Company could repurchase shares on the private market, through privately negotiated transactions and through trading plans. During fiscal 2022, the Company purchased 764,988 shares of stock for $25,015 under its share repurchase program. The share repurchase authorization limit of $100,000 expired at the end of fiscal 2022.
The Company treats shares withheld for tax purposes on behalf of our employees in connection with the vesting of restricted stock units as common stock repurchases because they reduce the number of shares that would have been issued upon vesting. These withheld shares of common stock were not considered common stock repurchases under the share repurchase plan. During the fiscal year ended 2022, 2021 and 2020, we withheld 173,541, 231,451, and 58,715 shares of common stock to satisfy $8,525, $9,465, and $929 of employees’ tax obligations, respectively. The share activity in fiscal 2021 includes the settlements of $2,517 cash obligations through the issuance of 160,540 shares of common stock.
Cash dividends
As a result of the impacts to our business arising from the COVID-19 pandemic, dividend payments were indefinitely suspended during fiscal 2021 and fiscal 2022.
Share-based compensation
The Company maintains an equity incentive plan under which it may grant awards denominated in the Company’s common stock or units of the Company’s common stock, as well as cash variable compensation awards. The Company’s long-term incentive compensation provides awards to executive and management personnel as well as directors. We issue share-based awards under our 2014 Stock Incentive Plan. We may grant stock options or restricted stock units to executive and management personnel as well as members of our Board of Directors. Options granted to employees generally become exercisable ratably over a three-year period from the grant date. Performance-based restricted stock units and market stock units (“MSU’s) awarded to employees generally either vest ratably over three years or fully vest after three years, subject to the achievement of specified performance or market conditions, as applicable. Time-based restricted stock units have various service periods not exceeding five years.
Options granted terminate on the ten-year anniversary of the grants. Stock option awards generally provide continued vesting, in the event of termination, for employees that either a) reach age 60 or greater and have at least ten years of service or b) reach age 65 (“retired employees”). Unvested stock options and restricted stock units are generally forfeited by employees who terminate prior to vesting and are prorated for retired employees.
Each share granted subject to a stock option award or time-based restricted stock unit award reduces the number of shares available under our stock incentive plans by one share. Each share granted subject to a performance restricted stock unit or market stock unit award reduces the number of shares available under our stock incentive plans by a range of one one share if the target performance or market condition is achieved, up to a maximum of two shares for performance or market condition achieved above target and a minimum of no shares if performance or market condition achieved is below a minimum threshold target. On June 23, 2020, shareholders approved a proposal to amend the 2014 Stock Incentive Plan to increase the number of shares available for awards to 6,100,000 shares. The number of unissued common shares reserved for future grants under the 2014 Stock Incentive Plan is approximately 3,800,000 as of January 29, 2023. The Company satisfies stock option exercises and vesting of restricted stock units with newly issued shares.
The grant date fair value of our stock option awards has been determined using the Black-Scholes option valuation model. The Black-Scholes option valuation model uses assumptions of expected volatility, the expected dividend yield of our stock, the expected term of the awards and the risk-free interest rate, as well as an estimated fair value of our common stock. Fair value valuation analyses were prepared by an independent third-party valuation firm, utilizing the market-determined share price.
During the second quarter of fiscal 2022, the Company granted certain options, time-based, performance-based, and market-based restricted stock units to the newly appointed chief executive officer. The majority of these grants vest over
five years, but the market-based restricted stock units can vest earlier if the targets are achieved prior to that time. As a result, the requisite service period for such grants was determined to be less than the explicit service period.
During the third quarter of fiscal 2022, the Company granted certain options, time-based, performance-based, and market-based restricted stock units to its executive officers and other senior executives. The fair value of these grants was approximately $27,500 and the majority of these awards will vest over five years, but the market-based restricted stock units can vest earlier if the targets are achieved prior to that time. As a result, the requisite service period for such grants was determined to be less than the explicit service period.
The significant assumptions used in determining the underlying fair value of the options granted in fiscal 2022 were as follows:
VolatilityRisk-free Interest RateExpected Term
(in years)		Weighted Average Grant Date
Fair Value		Options Granted
April 2022 time-based grant58.3%2.8%6.6$31.27 36,844 
June 2022 time-based grant64.8%3.2%6.6$22.81 23,631 
June 2022 executive grant (1)
64.8%3.2%7.3$23.17 128,318 
October 2022 time-based grant67.6%3.9%7.3$21.97 129,576 
October 2022 investment grant67.2%3.9%7.4$16.32 195,051 
Total granted513,420 
(1)Executive inducement grant consisted of 29,612 options under an investment grant and 98,706 under a time-based grant.
Transactions related to stock option awards during fiscal 2022 were as follows:
Number
of Options 		Weighted
Average
Exercise
Price
Outstanding at January 30, 20221,006,933$40.00 
Exercised(295,645)25.88 
Granted513,42033.63 
Forfeited(247,457)41.12 
Outstanding at January 29, 2023977,25140.64 
Exercisable at January 29, 2023572,426$45.11 
The total intrinsic value of options exercised during fiscal 2022, fiscal 2021, and fiscal 2020 was $5,099, $10,358, and $963, respectively. The unrecognized expense related to our stock option plan totaled approximately $6,370 as of January 29, 2023 and will be expensed over a weighted average of 0.4 years. For options outstanding as of January 29, 2023, the weighted average remaining contractual life was 6.5 years and the aggregate intrinsic value was $4,744. For options exercisable as of January 29, 2023, the weighted average remaining contractual life was 4.4 years and the aggregate intrinsic value was $1,486.
Transactions related to restricted stock unit awards during fiscal 2022 were as follows:
Shares Weighted
Avg
Grant Date
Fair Value
Outstanding at January 30, 2022922,799$24.88 
Granted1,639,50533.09 
Vested(492,527)22.46 
Forfeited(176,666)43.72 
Outstanding at January 29, 20231,893,111$31.02 
The weighted average grant-date fair values of restricted stock units granted during fiscal 2022, 2021 and 2020 were $33.09, $47.42, and $12.75, respectively. The total fair value of restricted stock units vested during fiscal 2022, 2021, and 2020 was approximately $20,607, $29,260, and $1,518, respectively. The unrecognized expense related to our restricted stock units was approximately $44,255 as of January 29, 2023, which will be expensed over a weighted average of 3.2 years.
Compensation expense related to stock options with only service conditions (time-based) is recognized on a straight-line basis over the requisite service period for each separately vesting portion of the award or to the date on which retirement eligibility is achieved, if shorter. Compensation expense for time-based restricted stock units is based on the market price of the shares underlying the awards on the grant date. Compensation expense for performance-based restricted stock units reflects the estimated probability that performance conditions at target or above will be met. Restricted stock units are expensed ratably over the service period. The effect of market conditions is considered in determining the grant date fair value of MSU awards, which is not subsequently revised based on actual performance.
Compensation expense related to stock option plans and time-based restricted stock units as follows for the fiscal years presented:
202220212020
Stock options$2,482 $431 $1,318 
Restricted stock units17,512 12,041 5,667 
Total compensation expense (1)
$19,994 $12,472 $6,985 
(1)    Compensation expense related to stock options and restricted stock units is included in “General and administrative expenses” in the Consolidated Statements of Comprehensive Income (Loss). Forfeitures are recorded as they occur.