XML 51 R30.htm IDEA: XBRL DOCUMENT v3.23.4
Stockholders’ Equity
12 Months Ended
Oct. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stockholders’ Equity Stockholders’ Equity
Series A Junior Participating Preferred Stock
The Company has 20,000 shares of preferred stock authorized as Series A Junior Participating Preferred Stock at $0.01 par value (the “Series A Stock”). No shares are issued or outstanding.
Stock-based Compensation
The Company has a stock-based compensation plan that allows for the grant of common stock of the Company to members of management, key executives and non-employee directors. The fair value of such awards is based on the fair value of the Company's stock on the date of grant and all are classified as equity awards. In fiscal year 2022, the 2010 Stock Plan terminated and was replaced by the 2022 Stock Plan (both plans collectively the “Stock Plans”) with 500,000 authorized shares. The Stock Plan had 154,580 remaining shares available to be issued as of October 31, 2023.
Performance Awards
Certain restricted stock grants are made to management each December under the Stock Plans based on the achievement of certain annual financial performance and other criteria achieved during the previous fiscal year (“Performance Awards”). The performance grants are based on a percentage of the employee’s base salary divided by the stock price on the grant date once the performance criteria have been met, and generally vest over a two-year period as service is provided.
Executive Awards
Certain restricted stock grants are made to key executives under the Stock Plan (“Executive Awards”). These grants generally vest over a three-year period as service is provided.
20. Stockholders’ Equity (continued)
Stock-based Compensation (continued)
Executive Awards (continued)
During November 2023, subsequent to fiscal year 2023, the Company granted 53,078 shares of common stock with a per share price of $14.13 to key executives under the Stock Plan. The related compensation expense of approximately $750,000 will be recognized equally over the next three years as the shares vest.
In fiscal year 2022, the Company entered into Retention Bonus Agreements with key executives (collectively, the “Retention Bonus Agreements”) whereby the executives will be eligible to receive cash and restricted stock grants. During December 2023, subsequent to fiscal year 2023, the Company granted 12,709 shares of common stock with a per share price of $19.57 to key executives related to the Retention Bonus Agreements. The related compensation expense of approximately $249,000 had $115,000 recognized in fiscal year 2023 and the balance will be recognized over the next year as the shares vest.
Director Awards
The Company issues shares of common stock to non-employee directors under the Stock Plan on an annual basis that generally vest upon grant or over a one-year period (“Director Awards”).
Summary of Awards
A summary of the Performance, Executive, and Director Awards granted under the Stock Plan, and the weighted average grant prices, during the fiscal years ended October 31, is as follows:
202320222021
Number of SharesWeighted-Average Grant PriceNumber of SharesWeighted-Average Grant PriceNumber of SharesWeighted-Average Grant Price
Performance Awards79,972 $13.19 — $— — $— 
Executive Awards193,381 $14.87 70,000 $14.96 95,000 $15.26 
Director Awards22,836 $16.26 49,231 $13.55 30,663 $16.85 
Total296,189 $14.52 119,231 $14.38 125,663 $15.65 
Summary of Awards (continued)
The Company recognized $3,841,000, $2,732,000 and $2,582,000 of stock-based compensation in fiscal years 2023, 2022 and 2021, respectively, of which substantially all of the expense has been included in selling, general and administrative expenses for all years presented. Forfeitures are accounted for in the period that the forfeiture occurs. The income tax benefit recognized in the income statement for stock-based compensation arrangements was $1,075,000, $604,000 and $476,000 for fiscal years 2023, 2022 and 2021, respectively. The total fair value of shares vested during fiscal years 2023, 2022 and 2021 was $1,323,000, $1,856,000 and $2,951,000 respectively. The Company has unrecognized stock-based compensation expense of $1,588,000 as of October 31, 2023, which is expected to be recognized over the next one to two years as the shares vest. All unvested shares are expected to vest.
Exchange of Common Stock
During fiscal years 2023, 2022 and 2021, respectively, members of management exchanged 39,472, 105,316 and 46,993 shares of common stock with fair values of $567,000, $1,530,000 and $701,000, at the dates of the exchanges, for the payment of payroll taxes associated with the vesting of shares under the Company’s stock-based compensation programs.
20. Stockholders’ Equity (continued)
Summary of Nonvested Shares
A summary of the status of the Company’s nonvested shares as of October 31, 2023, and changes during fiscal year 2023, is presented below:
Number of SharesWeighted-Average
Grant Price
Nonvested at October 31, 2022110,897 $14.40 
Granted296,189 $14.52 
Vested(92,564)$14.29 
Nonvested at October 31, 2023314,522 $14.55 
Treasury Stock
Share Repurchase Program
In fiscal year 2021, the Company's Board of Directors approved a share repurchase program authorizing it to repurchase up to $10,000,000 of its outstanding shares of common stock through September 2022. No shares were repurchased under this program.
Dividend
On December 19, 2023, the Company declared a $0.075 per share dividend payable on January 12, 2024, in the aggregate amount of $1,350,000 to common stockholders of record as of January 2, 2024.