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Stock-Based Compensation | 9 Months Ended
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Jul. 31, 2020
Stock-Based Compensation |
Stock-Based Compensation |
6. | Stock-Based Compensation
​ In April 2011, our shareholders approved the Calavo Growers, Inc. 2011 Management Incentive Plan (the “2011 Plan”). All directors, officers, employees and consultants (including prospective directors, officers, employees and consultants) of Calavo and its subsidiaries are eligible to receive awards under the 2011 Plan. Up to 1,500,000 shares of common stock may be issued by Calavo under the 2011 Plan. ​ On May 11, 2020, as part of the employment agreement, Kevin Manion our newly appointed Chief Financial officer was granted 5,418 restricted shares. The closing price of our stock on such date was $55.37. These shares vest in one-third increments, on an annual basis. These shares were granted pursuant to our 2011 Plan. The total recognized stock-based compensation expense for these grants was less than $0.1 million for the three and nine months ended July 31, 2020. ​ On June 17, 2020, as part of the employment agreement, James Gibson our newly appointed Chief Executive Officer was granted 13,053 restricted shares, based on the date of when he became Chief Executive Officer. The closing price of our stock on such date was $76.61. These shares vest in one-third increments, on an annual basis. These shares were granted pursuant to our 2011 Plan. The total recognized stock-based compensation expense for these grants was $0.1 million for the three and nine months ended July 31, 2020. ​ On April 22, 2020, three of our former officers were granted a total 18,324 unrestricted shares, as part of their past services. The closing price of our stock on such date was $61.09. These shares were granted pursuant to our 2011 Plan. The total recognized stock-based compensation expense for these grants was $1.1 million for the nine months ended July 31, 2020. ​ On January 2, 2020, all 12 of our non-employee directors were granted 1,500 restricted shares, as part of their annual compensation, each (total of 18,000 shares). These shares have full voting rights and participate in dividends as if unrestricted. The closing price of our stock on such date was $87.21. On January 2, 2021, as long as the directors are still serving on the board, these shares lose their restriction and become non-forfeitable and transferable. These shares were granted pursuant to our 2011 Plan. The total recognized stock-based compensation expense for these grants was $0.4 million for the three months ended July 31, 2020. The total recognized stock-based compensation expense for these grants was $0.9 million for the nine months ended July 31, 2020. ​ On December 18, 2019, our executive officers were granted a total of 31,158 restricted shares. These shares have full voting rights and participate in dividends as if unrestricted. The closing price of our stock on such date was $87.63. These shares vest in one-third increments, on an annual basis, beginning December 18, 2020. These shares were granted pursuant to our 2011 Plan. The total recognized stock-based compensation expense for these grants was $0.2 million for the three months ended July 31, 2020. The total recognized stock-based compensation expense for these grants was $0.5 million for the nine months ended July 31, 2020. ​ A summary of restricted stock activity, related to our 2011 Management Incentive Plan, is as follows (in thousands, except for per share amounts):
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  |  |  | Weighted-Average |  | Aggregate |
​ |  | Number of Shares |  | Grant Price |  | Intrinsic Value |
Outstanding at October 31, 2019 |  | 69 | ​ | $ | 71.74 | ​ | ​ | ​ | ​
Vested |  | (51) | ​ | $ | 70.48 | ​ | ​ | ​ | ​
Forfeited | ​ | (14) | ​ | $ | 84.54 | ​ | ​ | ​ | ​
Granted |  | 67 | ​ | $ | 83.01 | ​ | ​ | ​ | ​
Outstanding at July 31, 2020 |  | 71 | ​ | $ | 82.19 | ​ | $ | 4,131 | ​
​ The total recognized stock-based compensation expense for restricted stock was $0.9 million for the three months ended July 31, 2020 and 2019. The total recognized stock-based compensation expense for restricted stock was $3.6 million and $2.7 million for the nine months ended July 31, 2020 and 2019. Total unrecognized stock-based compensation expense totaled $7.1 million as of July 31, 2020 and will be amortized through fiscal year 2023. ​ Stock options are granted with exercise prices of not less than the fair market value at grant date, generally vest over one to five years and generally expire two to five years after the grant date. We settle stock option exercises with newly issued shares of common stock. We measure compensation cost for all stock-based awards at fair value on the date of grant and recognize compensation expense in our consolidated statements of operations over the service period that the awards are expected to vest. We measure the fair value of our stock-based compensation awards on the date of grant. A summary of stock option activity, related to our 2005 Stock Incentive Plan, is as follows (in thousands, except for per share amounts):
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | ​ |  | Weighted-Average |  | Aggregate | ​
​ | ​ | Number of Shares | ​ | Exercise Price | ​ | Intrinsic Value | ​
Outstanding at October 31, 2019 |  | 2 | ​ | $ | 19.20 | ​ | ​ | ​ | ​
Exercised |  | (2) | ​ | $ | 19.20 | ​ | ​ | ​ | ​
Outstanding at July 31, 2020 |  | — | ​ | $ | — | ​ | $ | — | ​
Exercisable at July 31, 2020 |  | — | ​ | $ | — | ​ | $ | — | ​
​ The total recognized and unrecognized stock-based compensation expense was insignificant for the three and nine months ended July 31, 2020 and 2019. ​ A summary of stock option activity, related to our 2011 Management Incentive Plan, is as follows (in thousands, except for per share amounts):
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | ​ |  | Weighted-Average |  | Aggregate | ​
​ | ​ | ​ | ​ | Exercise | ​ | Intrinsic | ​
​ | ​ | Number of Shares | ​ | Price | ​ | Value | ​
Outstanding at October 31, 2019 |  | 18 | ​ | $ | 41.91 | ​ | ​ | ​ | ​
Exercised |  | (2) | ​ | $ | 23.48 | ​ | ​ | ​ | ​
Outstanding at July 31, 2020 |  | 16 | ​ | $ | 44.21 | ​ | $ | 217 | ​
Exercisable at July 31, 2020 |  | 12 | ​ | $ | 45.59 | ​ | $ | 146 | ​
​ At July 31, 2020, outstanding and exercisable stock options had a weighted-average remaining contractual term of 3.4 years and 2.3 years. The total recognized and unrecognized stock-based compensation expense was insignificant for the three and nine months ended July 31, 2020 and 2019.

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