Share-Based Compensation Plans

During the fiscal year we had equity transactions under four expired and two active share-based compensation plans. The expired plans consist of a stock option and restricted stock plan adopted in 1998 (the “1998 Plan"), the Helen of Troy Limited 2008 Stock Incentive Plan (the “2008 Stock Incentive Plan”), the Helen of Troy Limited 2008 Non-Employee Directors Stock Incentive Plan (the “2008 Directors’ Plan”), and the Helen of Troy Limited 2008 Employee Stock Purchase Plan (the “2008 ESPP”). The active plans consists of the 2018 Stock Incentive Plan (the "2018 Plan") and the 2018 Employee Stock Purchase Plan (the "2018 ESPP"). The plans are administered by the Compensation Committee of the Board of Directors, which consists of non-employee directors who are independent under the applicable listing standards for companies traded on the NASDAQ Stock Market LLC.

Expired Plans

The 1998 Plan: The Plan expired by its terms on August 25, 2008. As of February 28, 2019, there were no shares of common stock subject to exercise or outstanding under the plan.

The 2008 Stock Incentive Plan: Expired by its terms on September 1, 2018. As of February 28, 2019, there were 162,938 shares of common stock subject to options outstanding under the plan. There were 351,750 restricted stock units outstanding as of February 28, 2019 that may be settled for up to 539,122 shares of common stock.

The 2008 Directors Plan: Expired by its terms on September 1, 2018. As of February 28, 2019, there were no shares outstanding under the plan.

The 2008 Employee Stock Purchase Plan: Expired by its terms on September 1, 2018. During fiscal 2019, 17,435 shares were purchased under this plan.

Active Plans

The 2018 Plan: On August 22, 2018, our shareholders approved the 2018 Plan. The 2018 Plan permits the granting of stock options, stock appreciation rights, RSAs, RSUs, PSUs, and other stock-based awards. The aggregate number of shares for issuance under the 2018 Plan will not exceed 2,000,000 shares.

A summary of shares available for issue under the 2018 Plan follows:



Shares originally authorized	2,000,000
Less share awards issued	(2,128	)
Plus forfeitures	4,300
Less share awards previously vested and settled	—
Subtotal	2,002,172
Less RSUs issuable upon vesting ⁽¹⁾	(78,553	)
Less maximum PSUs issuable upon vesting ⁽¹⁾	—
Shares available for issuance	1,923,619


(1)	RSUs and PSUs potentially issuable are estimated assuming the maximum payouts adjusted for actual forfeitures to date.

The 2018 ESPP: On August 22, 2018, our shareholders approved the 2018 ESPP. The aggregate number of shares of common stock that may be purchased under the 2018 ESPP will not exceed 750,000 shares. Under the terms of the plan, employees may authorize the withholding of up to 15% of their wages or salaries to purchase our shares of common stock, not to exceed $25,000 of the fair market value of such shares for any calendar year. The purchase price for shares acquired under the 2018 ESPP is equal to the lower of 85% of the share's fair market value on either the first day of each option period or the last day of each period. The plan will expire by its terms on September 1, 2028. Shares of common stock purchased under the 2018 ESPP vest immediately at the time of purchase. Accordingly, the fair value award associated with their discounted purchase price is expensed at the time of purchase. During fiscal 2019, there were 14,222 shares purchased under the plan.

We recorded share-based compensation expense in SG&A as follows:



	Fiscal Years Ended February 28,
(in thousands, except per share data)	2019			2018			2017
Stock options	$	829		$	1,634		$	2,614
Directors stock compensation	526			525			514
Performance based and other stock awards	20,047			12,631			10,243
Employee stock purchase plan	651			264			490
Share-based compensation expense	22,053			15,054			13,861
Less income tax benefits	(1,395		)	(1,669		)	(1,762		)
Share-based compensation expense, net of income tax benefits	$	20,658		$	13,385		$	12,099
Continuing operations earnings per share impact of share-based compensation expense:
Basic	$	0.79		$	0.49		$	0.44
Diluted	$	0.79		$	0.49		$	0.43

A summary of our total unrecognized share-based compensation expense as of February 28, 2019 is as follows:



(in thousands, except weighted average expense period data)	Unrecognized Compensation Expense		Weighted Average Period of Recognition (in months)
Stock options	$	244	8.6
Restricted stock units (RSUs and PSUs)	18,519		26.4

Stock Options

A summary of stock option activity under our expired share-based compensation plans follows:



(in thousands, except contractual term and per share data)	Options		Weighted Average Exercise Price (per share)		Weighted Average Grant Date Fair Value (per share)		Weighted Average Remaining Contractual Term (in years)	Intrinsic Value
Outstanding at February 29, 2016	649		$	53.94	$	19.52	6.1	$	26,847
Grants	2		102.04		28.74
Exercises	(170	)	43.07					9,152
Forfeitures / expirations	(33	)	65.68
Outstanding at February 28, 2017	448		57.41		20.54		5.0	18,097
Grants	—		—		—
Exercises	(126	)	52.28					5,400
Forfeitures / expirations	(22	)	72.37
Outstanding at February 28, 2018	300		58.35		32.04		4.3	9,606
Grants	—		—		—
Exercises	(126	)	49.82					6,414
Forfeitures / expirations	(11	)	80.33
Outstanding at February 28, 2019	163		$	63.47	$	48.64	3.6	$	7,925
Exercisable at February 28, 2019	126		$	58.20	$	53.91	3.4	$	6,811

A summary of non-vested stock option activity and changes under our expired share-based compensation plans follows:



(in thousands, except per share data)	Non- Vested Options		Weighted Average Grant Date Fair Value (per share)
Outstanding at February 29, 2016	521		$	20.81
Grants	2		28.74
Vested or forfeited	(243	)	18.95
Outstanding at February 28, 2017	280		22.48
Grants	—		—
Vested or forfeited	(155	)	25.02
Outstanding at February 28, 2018	125		19.31
Grants	—		—
Vested or forfeited	(88	)	14.67
Outstanding at February 28, 2019	37		$	30.44

There were no options granted during fiscal 2019 and 2018. The fair value of our stock option grants were estimated using a Black-Scholes option pricing model with the following assumptions for fiscal 2017:



	Fiscal Year Ended February 28, 2017
Range of risk free interest rates used	1.2	%
Expected dividend rate	—	%
Weighted average volatility rate	33.4	%
Range of expected volatility rates used	33.4	%
Range of expected terms used (in years)	4.1

Restricted Stock Awards

Under the 2008 Directors’ Plan for fiscal 2019, 2018 and 2017, we issued 2,737, 5,658 and 5,285 shares subject to restricted stock awards to non-employee Board members with grant date fair values of $0.2, $0.5 and $0.5 million, respectively, and share prices of $89.77, $92.95, and $92.98 respectively. The restricted stock awards vested immediately, were valued at the fair value of our common stock at the date of grant, and accordingly, were expensed at the time of the grants.

Under the 2018 Plan during fiscal 2019, we issued 2,128 shares subject to restricted stock awards to non-employee Board members with a total grant date fair value of 0.3 million, or $131.74 per share. No restricted stock awards under the 2018 Plan were granted in fiscal 2018 or 2017. The restricted stock awards vested immediately, were valued at the fair value of our common stock at the date of grant, and accordingly, were expensed at the time of the grants.

Restricted Stock Units

A summary of restricted stock unit activity and changes under our equity incentive plans are as follows:



	Expired Equity Plan						Active Equity Plan
(in thousands, except per share data)	Restricted Stock Units		Weighted Average Grant Date Fair Value (per share)		Fair Value at Grant Date		Restricted Stock Units		Weighted Average Grant Date Fair Value (per share)		Fair Value at Grant Date
Outstanding at February 29, 2016 ⁽¹⁾	213		$	66.50	$	20,311	—		$	—	$	—
Granted ⁽¹⁾	162		96.90				—		—
Vested or Forfeited ⁽²⁾	(53	)	70.14				—		—
Outstanding at February 28, 2017	322		81.19		31,418		—		—		—
Granted ⁽¹⁾	262		96.44				—		—
Vested or Forfeited ⁽²⁾	(274	)	78.71				—		—
Outstanding at February 28, 2018	310		90.05		27,944		—		—		—
Granted ⁽¹⁾	197		84.02				79		125.40
Vested or Forfeited ⁽²⁾	(155	)	82.19				(5	)	124.71
Outstanding at February 28, 2019	352		$	92.45	$	32,519	74		$	125.45	$	9,202


(1)	The expired plan reflects 141,541, 192,002 and 15,643 RSUs, which vested and settled throughout the year at a weighted average fair values of $81.23, $62.88 and $60.28 per share in fiscal 2019, 2018 and 2017, respectively.


(2)	The active plan reflects 900 RSUs which vested and settled throughout the year at a weighted average fair value of $120.70 per share in fiscal 2019.