On March 31, 2021, as subsequently amended on June 16, 2022, the Board of Directors authorized the purchase of up to $200.0 million of the Company’s outstanding common stock through June 14, 2024 (the “2021 Buyback Authorization”). On June 13, 2024, the Board of Directors authorized a new share buyback authorization, that commenced on June 17, 2024, for the purchase of up to $200.0 million (the “2024 Buyback Authorization”) of the Company’s outstanding common stock through June 17, 2026. Purchases may be made in private transactions or on the open market, including pursuant to purchase plans designed to comply with Rule 10b5-1 of the Securities Exchange Act of 1934.The Company has not made any purchases under the 2024 Buyback Authorization.

The following table summarizes the activity under the 2021 Buyback Authorization:


	Fiscal Year Ended
	May 3, 2025		April 27, 2024		April 29, 2023
Shares purchased		136,000		627,586		1,197,236
Average price per share	$	11.55	$	21.93	$	40.14
Total cost (in millions)	$	1.6	$	13.8	$	48.1

Prior to its expiration, a total of 3,553,961 shares were purchased under the 2021 Buyback Program at a total cost of $134.6 million. All purchased shares were retired and are reflected as a reduction of common stock for the par value of shares, with the excess applied as a reduction to retained earnings. No further shares can be purchased under the 2021 Buyback Authorization. No shares have been purchased under the 2024 Buyback Authorization. As of May 3, 2025, the dollar value of shares that remained available to be purchased by the Company under the 2024 Buyback Program was $200.0 million.

The Company paid dividends totaling $20.4 million in fiscal 2025, $19.9 million in fiscal 2024 and $19.8 million in fiscal 2023. Dividends paid in fiscal 2025 and fiscal 2024 include $0.9 million and $0.4 million of dividend equivalent payments for restricted stock units that vested.

Comprehensive income (loss) is defined as the change in equity of a business enterprise during a period from transactions and other events and circumstances from non-owner sources. A summary of changes in accumulated other comprehensive income (loss), net of tax is shown below:


(in millions)	Currency translation adjustments (1)			Derivative instruments			Total
Balance as of April 30, 2022	$	(30.5	)	$	3.7		$	(26.8	)
Other comprehensive income (loss) before reclassifications		12.9			(3.8	)		9.1
Amounts reclassified from accumulated other comprehensive income (loss)		(2.1	)		—			(2.1	)
Tax benefit (expense)		(0.1	)		0.9			0.8
Net current period other comprehensive income (loss)		10.7			(2.9	)		7.8
Balance as of April 29, 2023		(19.8	)		0.8			(19.0	)
Other comprehensive loss before reclassifications		(18.1	)		(1.3	)		(19.4	)
Tax benefit		1.4			0.3			1.7
Net current period other comprehensive loss		(16.7	)		(1.0	)		(17.7	)
Balance as of April 27, 2024		(36.5	)		(0.2	)		(36.7	)
Other comprehensive income (loss)		9.7			(1.8	)		7.9
Tax (expense) benefit		(1.4	)		0.4			(1.0	)
Net current period other comprehensive income (loss)		8.3			(1.4	)		6.9
Balance as of May 3, 2025	$	(28.2	)	$	(1.6	)	$	(29.8	)

(1) Includes foreign currency gains and losses related to debt designated as a net investment hedge. See Note 8, "Derivative Financial Instruments and Hedging Activities" for additional information.

The Company has granted stock options, restricted stock awards (“RSAs”), restricted stock units (“RSUs”), performance stock units (“PSUs”) and stock awards to employees and non-employee directors under the Methode Electronics, Inc. 2022 Omnibus Incentive Plan (“2022 Plan”), the Methode Electronics, Inc. 2014 Omnibus Incentive Plan (“2014 Plan”) and the Methode Electronics, Inc. 2010 Stock Plan (“2010 Plan”). The Company’s stockholders approved the 2022 Plan on September 14, 2022. The Company can no longer make grants under the 2014 Plan and 2010 Plan.

Subject to adjustment as provided in the 2022 Plan and the 2022 Plan’s share counting provisions, the number of shares of the Company’s common stock that are available for all awards under the 2022 Plan is 5,550,000, less one share for every one share of common stock subject to an option or SAR award granted after April 30, 2022 under the 2014 Plan and 2.28 shares for every one share that was subject to an award other than an option or SAR granted after April 30, 2022 under the 2014 Plan. As of May 3, 2025, there were approximately 3.5 million shares available for award under the 2022 Plan.

All stock-based payments to employees and directors are recognized in selling and administrative expenses on the consolidated statements of operations. Awards subject to graded vesting are recognized using the accelerated recognition method over the requisite service period. The table below summarizes the stock-based compensation expense related to the equity awards:


	Fiscal Year Ended
	May 3, 2025		April 27, 2024		April 29, 2023
(in millions)	(53 Weeks)		(52 Weeks)		(52 Weeks)
RSUs	$	5.2	$	2.0	$	9.9
PSUs		0.7		—		—
Deferred non-employee director awards		0.9		1.0		1.0
Non-employee director awards		0.6		0.6		0.6
Total stock-based compensation expense	$	7.4	$	3.6	$	11.5

As of May 3, 2025, the Company had 710,349 RSAs outstanding which were subject to the achievement of an EBITDA measure for fiscal 2025. Since the grant of these RSAs, no compensation expense had been recognized as the performance conditions were not probable of being met. The following table summarizes the RSA activity:


	Restricted stock awards			Weighted average grant date fair value
Non-vested at April 30, 2022		928,412		$	28.50
Awarded		21,262		$	38.41
Vested		—		$	—
Forfeited		(16,000	)	$	28.28
Non-vested at April 29, 2023		933,674		$	28.73
Awarded		—		$	—
Vested		—		$	—
Forfeited		(144,000	)	$	28.28
Non-vested at April 27, 2024		789,674		$	28.81
Awarded		—		$	—
Vested		—		$	—
Forfeited		(79,325	)	$	28.28
Non-vested at May 3, 2025		710,349		$	28.87

The EBITDA performance measure for fiscal 2025 was not met and the outstanding RSAs were cancelled in June 2025.

RSUs granted vest over a pre-determined period of time, up to five years from the date of grant. The fair value of the RSUs granted are based on the closing stock price on the date of grant and earn dividend equivalents during the vesting periods, which are forfeitable if the RSUs don’t vest. The following table summarizes RSU activity:


	Restricted stock units			Weighted average grant date fair value
Non-vested at April 30, 2022		936,391		$	29.16
Awarded		127,277		$	40.11
Vested		(264,133	)	$	30.14
Forfeited		(28,868	)	$	33.53
Non-vested at April 29, 2023		770,667		$	30.47
Awarded		389,966		$	21.48
Vested		(36,221	)	$	42.72
Forfeited		(182,772	)	$	29.65
Non-vested at April 27, 2024		941,640		$	26.43
Awarded		441,353		$	11.09
Conversion of cash bonus to RSUs		160,401		$	12.87
Vested		(735,309	)	$	24.28
Forfeited		(187,535	)	$	22.71
Non-vested at May 3, 2025		620,550		$	15.31

In July 2024, 160,401 RSUs were awarded in exchange for cash bonuses earned by certain employees. These RSUs vested in March 2025. As the expense associated with the cash bonuses was previously recognized in fiscal 2024, there was no incremental expense to be recognized for these RSUs. The Company reclassified $2.1 million from accrued employee liabilities to additional paid-in capital on its consolidated balance sheets related to the conversion of the cash bonuses to RSUs.

As of May 3, 2025, there were 147,329 RSUs that vested for which shares were issued in the first quarter of fiscal 2026. As of May 3, 2025, unrecognized share-based compensation expense for RSUs was $4.1 million which will be recognized over a weighted-average amortization period of 1.4 years.

In fiscal 2025, the Company granted 208,661 PSUs which will vest upon the achievement of a total stockholder return (“TSR”) measure based on the growth in the Company’s stock price over a three-year performance period that ends April 30, 2027. The number of shares to be issued may range from 0% to a maximum of 200% of the PSUs granted. The Company estimated the grant date fair value of the PSUs using the Monte Carlo simulation model, as the TSR metric and changes in stock price are considered market conditions under ASC 718. The following table provides a summary of the weighted-average assumptions for the PSUs granted:

The PSUs earn dividend equivalents during the vesting periods, which are forfeitable if the PSUs do not vest. As of May 3, 2025, unrecognized share-based compensation expense for the PSUs was $2.2 million, which is expected to be recognized over a weighted average period of approximately 2.2 years. The following table summarizes PSU activity:


	Performance stock units		Weighted average grant date fair value
Non-vested at April 27, 2024		—	$	—
Awarded		208,661	$	14.09
Vested		—	$	—
Forfeited		—	$	—
Non-vested at May 3, 2025		208,661	$	14.09

The Company grants stock awards to its non-employee directors as a component of their compensation. The stock awards vest immediately upon grant. Non-employee directors may elect to defer receipt of their shares under the Company’s non-qualified deferred compensation plan. The following table summarizes awards granted to non-employee directors:


	Non-employee director awards			Deferred non-employee director awards			Total			Weighted average grant date fair value
Outstanding at April 30, 2022		—			17,956			17,956		$	47.35
Awarded		15,540			27,794			43,334		$	36.13
Issued		(15,540	)		—			(15,540	)	$	36.04
Outstanding at April 29, 2023		—			45,750			45,750		$	40.56
Awarded		16,804			31,569			48,373		$	32.72
Issued		(16,804	)		—			(16,804	)	$	33.33
Outstanding at April 27, 2024		—			77,319			77,319		$	37.23
Awarded		56,680			93,749			150,429		$	9.86
Issued		(56,680	)		(23,756	)		(80,436	)	$	10.49
Non-vested at May 3, 2025		—			147,312			147,312		$	22.39

The following table summarizes stock option activity:


	Stock options			Weighted average exercise price		Weighted- average life (years)		Aggregate intrinsic value (in millions)
Outstanding and exercisable at April 30, 2022		60,000		$	37.01		2.2	$	0.5
Exercised		(40,000	)	$	37.01
Forfeited		—		$	—
Outstanding and exercisable at April 29, 2023		20,000		$	37.01		1.2	$	0.1
Exercised		—		$	—
Forfeited		(12,000	)	$	37.01
Outstanding and exercisable at April 27, 2024		8,000		$	37.01		0.2	$	0.0
Exercised		—		$	—
Forfeited		(8,000	)	$	37.01
Outstanding and exercisable at May 3, 2025		—		$	—		0.0	$	0.0