XML 23 R13.htm IDEA: XBRL DOCUMENT
v3.24.1.1.u2

Stock-Based Compensation | 6 Months Ended
--- | ---
Apr. 30, 2024
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. Shares were issuable under the 2011 Plan through December 2020. On April 21, 2021, the shareholders of Calavo approved the Calavo Growers, Inc. 2020 Equity Incentive Plan (the “2020 Plan”). This is a five-year plan with up to 1,500,000 shares that are issuable pursuant to awards that may be made through December 9, 2025. ​ Restricted Stock Awards (RSAs) ​ The total recognized stock-based compensation expense for restricted stock awards was $1.2 million for the three months ended April 30, 2023. The total recognized stock-based compensation expense for restricted stock awards was less than $0.1 million and $1.7 million for the six months ended April 30, 2024 and 2023, respectively. As of April 30, 2024, there was no unrecognized stock-based compensation costs related to non-vested RSAs. ​ A combined summary of restricted stock award activity, related to our 2011 and 2020 Plans, is as follows (in thousands, except for per share amounts):
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | ​ |  | Weighted-Average |  | Aggregate
​ |  | Number of Shares |  | Grant Price |  | Intrinsic Value
Outstanding at January 31, 2024 |  | 1 | ​ | $ | 41.39 | ​ | ​ | ​
Vested | ​ | (1) | ​ | $ | 41.39 | ​ | ​ | ​
Outstanding at April 30, 2024 |  | — | ​ | $ | — | ​ | $ | —
​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | ​ |  | Weighted-Average |  | Aggregate |
​ |  | Number of Shares |  | Grant Price |  | Intrinsic Value |
Outstanding at October 31, 2023 |  | 29 | ​ | $ | 35.24 | ​ | ​ | ​ | ​
Vested | ​ | (29) | ​ | $ | 35.24 | ​ | ​ | ​ | ​
Outstanding at April 30, 2024 |  | — | ​ | $ | — | ​ | $ | — | ​
​ Restricted Stock Units (RSUs) and Performance Restricted Stock Units (PRSUs) ​ On November 1, 2023, each of our eight directors were granted 4,929 RSUs (for a total of 39,432 RSUs) at a price of $24.35 that will vest November 1, 2024. ​ The total recognized stock-based compensation expense for RSUs was $0.3 million and $0.5 million for the three months ended April 30, 2024 and 2023, respectively. The total recognized stock-based compensation expense for RSUs was $0.8 million and $0.9 million for the six months ended April 30, 2024 and 2023, respectively. As of April 30, 2024, there was $1.2 million of unrecognized stock-based compensation costs related to non-vested RSUs, which the Company expects to recognize over a weighted-average period of 1.0 years. ​ A summary of RSU activity, related to our 2020 Plan, is as follows (in thousands, except for per share amounts): ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Number of Shares |  | Weighted-Average |  | Aggregate
​ |  | Represented |  | Grant Price |  | Intrinsic Value
Outstanding at January 31, 2024 |  | 72 | ​ | $ | 29.35 | ​ | ​ | ​
Forfeited |  | (4) | ​ | $ | 35.18 | ​ | ​ | ​
Outstanding at April 30, 2024 |  | 68 | ​ | $ | 28.98 | ​ | $ | 1,815
​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Number of Shares |  | Weighted-Average |  | Aggregate
​ |  | Represented |  | Grant Price |  | Intrinsic Value
Outstanding at October 31, 2023 |  | 51 | ​ | $ | 35.36 | ​ | ​ | ​
Granted | ​ | 39 | ​ | $ | 24.35 | ​ | ​ | ​
Vested | ​ | (17) | ​ | $ | 34.24 | ​ | ​ | ​
Forfeited |  | (5) | ​ | $ | 35.08 | ​ | ​ | ​
Outstanding at April 30, 2024 |  | 68 | ​ | $ | 28.98 | ​ | $ | 1,815
​ At the end of each reporting period, the Company will adjust compensation expense for the PRSUs based on its best estimate of attainment of the specified performance targets. The cumulative effect on current and prior periods of a change in the estimated number of PRSUs that are expected to be earned will be recognized as an adjustment in the period of the adjustment. As of April 30, 2024, the Company still believes that it is not probable that any of the PRSUs for the 2023 and 2022 three-year cumulative performance grant will vest. ​ Stock Options ​ 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 vest 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. ​ There was no stock option activity for the three and six months ended April 30, 2024. A summary of stock option activity, related to our 2011 and 2020 Plans, is as follows (in thousands, except for weighted-average exercise price): ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | ​ |  | Weighted-Average |  | Aggregate
​ | ​ | ​ | ​ | Exercise | ​ | Intrinsic
​ | ​ | Number of Shares | ​ | Price | ​ | Value
Outstanding at January 31, 2024 |  | 525 | ​ | $ | 25.44 | ​ | ​ | ​
Outstanding at April 30, 2024 |  | 525 | ​ | $ | 25.44 | ​ | $ | 512
Vested and Exercisable at April 30, 2024 |  | 219 | ​ | $ | 26.48 | ​ | $ | 512
​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | ​ |  | Weighted-Average |  | Aggregate | ​
​ | ​ | ​ | ​ | Exercise | ​ | Intrinsic | ​
​ | ​ | Number of Shares | ​ | Price | ​ | Value | ​
Outstanding at October 31, 2023 |  | 525 | ​ | $ | 25.44 | ​ | ​ | ​ | ​
Outstanding at April 30, 2024 |  | 525 | ​ | $ | 25.44 | ​ | $ | 512 | ​
Vested and Exercisable at April 30, 2024 |  | 219 | ​ | $ | 26.48 | ​ | $ | 512 | ​
​ The total stock-based compensation expense for options was $0.2 million and $0.1 million for the three months ended April 30, 2024 and 2023, respectively. The total stock-based compensation expense for options was $0.6 million and $0.1 million for the six months ended April 30, 2024 and 2023, respectively. As of April 30, 2024, there was less than $0.1 million of unrecognized stock-based compensation costs related to non-vested options, which the Company expects to recognize over a weighted-average remaining period of 2.6 years.

X
- Definition The entire disclosure for share-based payment arrangement. + References Reference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a)(1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//718/tableOfContent Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h)(2)(i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 718 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (l) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480429/718-10-50-2 + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration

X
- References No definition available. + Details
Name: | us-gaap_DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration