Under the Company’s Stock Incentive Plan, as amended and restated as of June 22, 2023 (the “Plan”), the Compensation and Human Capital Committee of the Board of Directors, which consists of three of the Company’s non-employee directors, has the authority to grant participants incentive stock options, nonqualified stock options, restricted stock, stock appreciation rights and stock awards, for up to 12,000,000 shares of common stock.

Stock options granted to participants under the Plan generally become exercisable after three years and remain exercisable until the tenth anniversary of the date of grant. All stock options granted under the Plan have an exercise price equal to or greater than the fair market value of the Company’s common stock on the grant date. There were no stock options granted during the nine months ended October 31, 2025 and October 31, 2024.

The fair value of the stock options, less expected forfeitures, is amortized on a straight-line basis over the vesting term. Total compensation expense for stock option grants recognized during the three months ended October 31, 2025 and 2024 was $0 and $0.2 million, respectively. Total compensation expense for stock option grants recognized during the nine months ended October 31, 2025 and 2024 was $0.1 million and $0.7 million, respectively. As of October 31, 2025, there was no unrecognized compensation cost related to unvested stock options. There were no stock options exercised during the nine months ended October 31, 2025. Total cash consideration received for stock option exercises during the nine months ended October 31, 2024 was $0.1 million.

The following table summarizes the Company’s stock options activity during the first nine months of fiscal 2026:


	Outstanding Options			Weighted Average Exercise Price per Option		Option Price Per Share		Weighted Average Remaining Contractual Term (years)		Aggregate Intrinsic Value $(000)
Options outstanding at January 31, 2025 (802,850 options exercisable)		951,489		$	23.13	$12.42-$38.04			5.5	$	1,775
Granted		—			—		—
Exercised		—			—		—
Forfeited		(22,140	)	$	30.36	$	30.36
Options outstanding at October 31, 2025		929,349		$	22.96	$12.42-$38.04			4.8	$	1,337
Exercisable at October 31, 2025		929,349		$	22.96				4.8	$	1,337
Expected to vest at October 31, 2025		—			—				—	$	—

Under the Plan, the Company can also grant stock awards to employees and directors. For the three months ended October 31, 2025 and 2024, compensation expense for stock awards was $1.3 million and $1.0 million, respectively. For both the nine months ended October 31, 2025 and 2024, compensation expense for stock awards was $3.4 million. As of October 31, 2025, there was approximately $6.6 million of unrecognized compensation cost related to unvested stock awards. These costs are expected to be recognized over a weighted-average period of 2.0 years.

The following table summarizes the Company’s stock awards activity during the first nine months of fiscal 2026:


	Number of Stock Award Units			Weighted- Average Grant Date Fair Value		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value $(000's)
Units outstanding at January 31, 2025		657,362		$	29.43
Units granted		508,428		$	13.53
Units vested		(116,565	)	$	35.23
Units forfeited		(31,487	)	$	23.13
Units outstanding at October 31, 2025		1,017,738		$	21.02	1.6	$	18,533

Stock awards granted by the Company can be classified as either time-based stock awards or performance-based stock awards. Time-based stock awards vest over time in the number of shares established at grant date, subject to continued employment. Performance-based stock awards vest over time subject both to continued employment and to the achievement of corporate financial performance goals. Upon the vesting of a stock award, shares are issued from the pool of authorized shares. The number of shares to be issued related to the outstanding performance-based stock awards can vary from 0% to 200% of the target number of underlying stock award units, established at grant date, depending on the particular stock awards and the extent of the achievement of the predetermined financial goals. There were 27,479 and 42,388 shares of common stock of the Company tendered by the employee for the payment of the employee's withholding tax obligation totaling $0.5 million and $1.2 million for the nine months ended October 31, 2025 and 2024, respectively. The total fair value of stock award units that vested during the first nine months of fiscal 2026 was $4.1 million.