STOCK-BASED COMPENSATION AND STOCK OWNERSHIP PLANS

The Company’s current stock ownership plans allow for issuance of stock options to acquire shares of Class A common stock by key executives and non-employee directors. Current plans also allow for issuance of shares of restricted stock, restricted stock units or stock appreciation rights in lieu of stock options.

Under the Company’s 2010 Long-Term Stock Incentive Plan and the 2012 Non-Employee Director Stock Ownership Plan (the only two plans where shares remain available for future equity incentive awards) there were a total of 532,367 shares of the Company’s Class A common stock available for future grant to key executives and non-employee directors at March 29, 2019.

Non-vested Stock

All shares of non-vested stock awarded by the Company have been granted in the form of shares of Class A common stock at their fair market value on the date of grant and vest within one year from the date of grant for stock granted to directors and four years from the date of grant for stock granted to officers and employees. The fair value at date of grant is based on the number of shares granted and the average of the Company’s high and low Class A common stock price on the date of grant or, if the Company’s Class A shares did not trade on the date of grant, the average of the Company’s high and low Class A common stock price on the last preceding date on which the Company’s Class A shares traded.

A summary of non-vested stock activity for the six months ended March 29, 2019 related to the Company’s stock ownership plans is as follows:



	Shares		Weighted Average Grant Price
Non-vested stock at September 28, 2018	46,776		$	36.37
Non-vested stock grants	16,366		69.36
Restricted stock vested	(17,244	)	30.05
Non-vested stock at March 29, 2019	45,898		50.51

Non-vested stock grantees may elect to reimburse the Company for withholding taxes due as a result of the vesting of shares by tendering a portion of the vested shares back to the Company. Shares tendered back to the Company were 3,381 and 9,377 during the six month periods ended March 29, 2019 and March 30, 2018, respectively.

Stock compensation expense, net of forfeitures, related to non-vested stock was $160 and $113 for the three month periods ended March 29, 2019 and March 30, 2018, respectively, and $278 and $221 for the six month periods ended March 29, 2019 and March 30, 2018, respectively. Unrecognized compensation cost related to non-vested stock as of March 29, 2019 was $1,549, which amount will be amortized to expense through November 2022 or adjusted for changes in future estimated or actual forfeitures.

The fair value of restricted stock vested during the six month periods ended March 29, 2019 and March 30, 2018 was $1,237 and $3,948, respectively.

Restricted Stock Units

All restricted stock units (RSUs) awarded by the Company have been granted in the form of units payable in shares of Class A common stock upon vesting. The units are valued at the fair market value of a share of Class A common stock on the date of grant and vest within one year from the date of grant for RSUs granted to directors and three years from the date of grant for RSUs granted to employees. The fair value at the date of grant is based on the number of units granted and the average of the Company’s high and low Class A common stock trading price on the date of grant or, if the Company’s Class A shares did not trade on the date of grant, the average of the Company’s high and low Class A common stock trading price on the last preceding date on which the Company’s Class A shares traded.

A summary of RSU activity for the six months ended March 29, 2019 follows:



	Number of RSUs		Weighted Average Grant Price
RSUs at September 28, 2018	79,579		$	44.06
RSUs granted	22,192		71.42
RSUs vested	(40,011	)	31.59
RSUs at March 29, 2019	61,760		61.97

Stock compensation expense, net of forfeitures, related to RSUs was $414 and $383 for the three months ended March 29, 2019 and March 30, 2018, respectively, and $816 and $773 for the six months ended March 29, 2019 and March 30, 2018, respectively. Unrecognized compensation cost related to non-vested RSUs as of March 29, 2019 was $2,222, which amount will be amortized to expense through September 2021 or adjusted for changes in future estimated or actual forfeitures.

RSU grantees may elect to reimburse the Company for withholding taxes due as a result of the vesting of units and issuance of unrestricted shares of Class A common stock by tendering a portion of such unrestricted shares back to the Company. Shares tendered back to the Company were 6,509 and 0 during the six month periods ended March 29, 2019 and March 30, 2018, respectively.

The fair value of RSUs vested during the six month periods ended March 29, 2019 and March 30, 2018 was $3,333 and $549, respectively.

Compensation expense related to units earned by employees (as opposed to grants to outside directors) is based upon the attainment of certain Company financial goals related to cumulative net sales and cumulative operating profit over a three-year performance period. Awards are only paid if at least 80% of the target levels are met and maximum payouts are made if 120% or more of target levels are achieved. The payouts for achievement at the threshold levels of performance are equal to 50% of the target award amount. The payouts for achievement at maximum levels of performance are equal to 150% of the target award amount. To the extent earned, awards are issued in shares of Company Class A common stock after the end of the three-year performance period.

Employees’ Stock Purchase Plan

The Company’s shareholders have adopted the Johnson Outdoors Inc. 2009 Employees’ Stock Purchase Plan, which was most recently amended on March 2, 2017, and which provides for the issuance of shares of Class A common stock at a purchase price of not less than 85% of the fair market value of such shares on the date of grant or on the date of purchase, whichever is lower.

During the three month period ended March 29, 2019, the Company issued 1,594 shares of Class A common stock and recognized $2 of income in connection with the Employees' Stock Purchase Plan. During the six month period ended March 29, 2019, the Company issued 1,594 shares of Class A common stock and recognized $14 of expense in connection with the Plan. During the three and six month periods ended March 30, 2018, the Company issued 1,740 shares of Class A common stock and recognized $10 and $20, respectively, in connection with the Plan.