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NOTE 11: Employee Benefits | 12 Months Ended
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Jun. 30, 2019
Notes |
NOTE 11: Employee Benefits | NOTE 11: Employee Benefits 401(k) Retirement Plan. The Bank has a 401(k) retirement plan that covers substantially all eligible employees. The Bank makes “safe harbor” matching contributions of up to 4% of eligible compensation, depending upon the percentage of eligible pay deferred into the plan by the employee. Additional profit-sharing contributions of 5% of eligible salary have been accrued for the plan year ended June 30, 2019, which the board of directors authorizes based on management recommendations and financial performance for fiscal 2019. Total 401(k) expense for fiscal 2019, 2018, and 2017 was $1.3 million, $1.3 million, and $877,000, respectively. At June 30, 2019, 401(k) plan participants held approximately 366,000 shares of the Company’s stock in the plan. Employee deferrals and safe harbor contributions are fully vested. Profit-sharing or other contributions vest over a period of five years. Management Recognition Plans (MRPs). The Bank adopted an MRP for the benefit of non-employee directors and two MRPs for officers and key employees (who may also be directors) in April 1994. During fiscal 2012, the Bank granted 6,072 MRP shares (split-adjusted) to employees. The shares granted were in the form of restricted stock vested at the rate of 20% of such shares per year. For fiscal 2017, there were 1,214 shares vested; no shares vested in fiscal 2019 or 2018. Compensation expense, in the amount of the fair market value of the common stock at the date of grant, was recognized pro-rata over the five years during which the shares vest. The MRP expense for fiscal 2017 was $13,000; there was no expense attributable to the plan in fiscal 2019 or 2018. At June 30, 2019, there was no unvested compensation expense related to the MRP, and no shares remained available for award. 2008 Equity Incentive Plan. The Company adopted an Equity Incentive Plan (EIP) in 2008, reserving for award 132,000 shares (split-adjusted). EIP shares were available for award to directors, officers, and employees of the Company and its affiliates by a committee of outside directors. The committee held the power to set vesting requirements for each award under the EIP. At the 2017 annual meeting, shareholders approved the 2017 Omnibus Incentive Plan, which provided that no further awards would be made under the EIP. During fiscal 2012, the Company awarded 73,928 shares (split-adjusted); during fiscal 2014, the Company awarded 24,000 shares (split-adjusted); during fiscal 2015, the Company awarded 8,000 shares (split-adjusted); during fiscal 2016, the Company awarded 3,750 shares; and during fiscal 2017, the Company awarded 13,125 shares. No awards were made under the plan in fiscal 2019 or 2018. All EIP awards were in the form of either restricted stock vesting at the rate of 20% of such shares per year, or performance-based restricted stock vesting at up to of 20% of such shares per year, contingent on the achievement of specified profitability targets over a three-year period. During fiscal 2019, 2018, and 2017, there were 7,100, 5,400, and 21,200 EIP shares (split-adjusted) vested each year, respectively. Compensation expense, in the amount of the fair market value of the common stock at the date of grant, is recognized pro-rata over the five years during which the shares vest. The EIP expense for fiscal 2019, 2018, and 2017 was $141,000, $165,000, and $284,000, respectively. At June 30, 2019, unvested compensation expense related to the EIP was approximately $247,000. 2003 Stock Option Plan. The Company adopted a stock option plan in October 2003 (the 2003 Plan). Under the plan, the Company granted options to purchase 242,000 shares (split-adjusted) to employees and directors, of which, options to purchase 177,000 shares (split-adjusted) have been exercised, options to purchase 45,000 shares (split-adjusted) have been forfeited, and 20,000 remain outstanding. Under the 2003 Plan, exercised options may be issued from either authorized but unissued shares, or treasury shares. At the 2017 annual meeting, shareholders approved the 2017 Omnibus Incentive Plan, which provided that no further awards would be made under the 2003 Plan. As of June 30, 2019, there was $2,000 in remaining unrecognized compensation expense related to unvested stock options under the 2003 Plan, which will be recognized over the remaining weighted average vesting period. The aggregate intrinsic value of stock options outstanding at June 30, 2019, was $457,000, and the aggregate intrinsic value of stock options exercisable at June 30, 2019, was $423,000. During fiscal 2019 no options to purchase shares were exercised. The intrinsic value of options vested in fiscal 2019, 2018, and 2017 was $35,000, $43,000, and $262,000, respectively. 2017 Omnibus Incentive Plan. The Company adopted an equity-based incentive plan in October 2017 (the 2017 Plan). Under the 2017 plan, the Company reserved for issuance 500,000 shares of common stock for awards to employees and directors, against which full value awards (stock-based awards other than stock options and stock appreciation rights) are to be counted on a 2.5-for-1 basis. The 2017 Plan authorized awards to be made to employees, officers, and directors by a committee of outside directors. The committee held the power to set vesting requirements for each award under the 2017 Plan. Under the 2017 Plan, stock awards and shares issued pursuant to exercised options may be issued from either authorized but unissued shares, or treasury shares. Under the 2017 Plan, options to purchase 31,000 shares have been issued to employees, of which none have been exercised or forfeited, and 31,000 remain outstanding. As of June 30, 2019, there was $234,000 in remaining unrecognized compensation expense related to unvested stock options under the 2017 Plan, which will be recognized over the remaining weighted average vesting period. The aggregate intrinsic value of in-the-money stock options outstanding at June 30, 2019, was $8,000, and the no options were exercisable at June 30, 2019, at a strike price in excess of the market price. No in-the-money options were vested in fiscal 2019, and no options vested during fiscal 2018 and 2017. Full value awards totaling 15,000 and 22,000 shares, respectively, were issued to employees and directors in fiscal 2019 and 2018. All full value awards were in the form of either restricted stock vesting at the rate of 20% of such shares per year, or performance-based restricted stock vesting at up to 20% of such shares per year, contingent on the achievement of specified profitability targets over a three-year period. During fiscal 2019, full value awards of 4,200 shares were vested, while no full value awards vested in fiscal 2018 or 2017. Compensation expense, in the amount of the fair market value of the common stock at the date of grant, is recognized pro-rata over the five years during which the shares vest. Compensation expense for full value awards under the 2017 Plan for fiscal 2019, 2018, and 2017 was $189,000, $60,000, and $0, respectively. At June 30, 2019, unvested compensation expense related to full value awards under the 2017 Plan was approximately $1.0 million. Changes in options outstanding under the 2003 Plan and the 2017 Plan were as follows:
|  | 2019 | 2018 | 2017
|  | Weighted |  | Weighted |  | Weighted |
|  | Average |  | Average |  | Average |
|  | Price | Number | Price | Number | Price | Number
Outstanding at beginning of year |  | $ 22.18 | 33,500 | $ 9.35 | 44,000 | $ 8.74 | 54,000
Granted |  | 34.35 | 17,500 | 37.31 | 13,500 | - | -
Exercised |  | - | - | 7.18 | (24,000) | 6.08 | (10,000)
Forfeited |  | - | - | - | - | - | -
Outstanding at year-end |  | $ 26.35 | 51,000 | $ 22.18 | 33,500 | $ 9.35 | 44,000
Options exercisable at year-end |  | $ 14.73 | 20,700 | $ 10.57 | 16,000 | $ 8.06 | 38,000
The following is a summary of the assumptions used in the Black-Scholes pricing model in determining the fair values of options granted during fiscal years 2019 and 2018 (no options were granted in fiscal 2017):
|  | 2019 | 2018 | 2017 |
Assumptions: |  |  |  |  |
Expected dividend yield |  | 1.51% | 1.18% | - |
Expected volatility |  | 20.39% | 20.42% | - |
Risk-free interest rate |  | 2.67% | 2.54% | - |
Weighted-average expected life (years) |  | 10.00 | 10.00 | - |
Weighted-average fair value of options granted during the year |  | $ 8.78 | $ 10.14 | - |
The table below summarizes information about stock options outstanding under the 2003 Plan and 2017 Plan at June 30, 2019:
|  |  | Options Exercisable
| Options Outstanding
Weighted |  |  |  |
Average |  | Weighted |  | Weighted
Remaining |  | Average |  | Average
Contractual | Number | Exercise | Number | Exercise
Life | Outstanding | Price | Exercisable | Price
6.5 mo. | 10,000 | 6.38 | 10,000 | 6.38
62.3 mo. | 10,000 | 17.55 | 8,000 | 17.55
102.6 mo. | 13,500 | 37.31 | 2,700 | 37.31
114.3 mo. | 17,500 | 34.35 | - | -

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