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STOCK-BASED COMPENSATION
12 Months Ended
Jan. 28, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]  
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION
The Company generally grants time vesting stock awards ("Deferred Awards") and performance-based stock awards ("Performance Awards") to employees at management levels.  The Company also grants Deferred Awards to its non-employee directors.  Deferred Awards are granted in the form of restricted stock units that require each recipient to complete a service period. Deferred Awards generally vest ratably over three years, except for those granted to non-employee directors, which generally vest over one year. Performance Awards are granted in the form of restricted stock units which have performance criteria that must be achieved for the awards to vest in addition to a service period requirement. With the approval of the Board's Compensation Committee, the Company may settle vested Deferred Awards and Performance Awards to the employee in shares, in a cash amount equal to the market value of such shares at the time all requirements for delivery of the award have been met, or in part shares and cash.

For Performance Awards issued during Fiscal 2014 and Fiscal 2015 (the “2014 and 2015 Performance Awards”), the Target Shares earned can range from 0% to 300% and depend on the achievement of adjusted earnings per share for the cumulative three-fiscal year performance period and our total shareholder return (“TSR”) relative to that of companies in our peer group. The 2014 and 2015 Performance Awards generally cliff vest, if earned, after the completion of the applicable three year performance period.  The 2014 and 2015 Performance Awards grant date fair value was estimated using a Monte Carlo simulation covering the period from the valuation date through the end of the applicable performance period using our simulated stock price as well as the TSR of companies in our peer group.

For Performance Awards issued during Fiscal 2016 (the “2016 Performance Awards”), an employee may earn from 0% to 200% of their Target Shares based on the achievement of adjusted earnings per share for a cumulative three-fiscal year performance period and adjusted operating margin expansion and adjusted return on invested capital achieved at the end of the performance period. The 2016 Performance Awards cliff vest, if earned, after completion of the applicable three year performance period. The fair value of the 2016 Performance Awards granted is based on the closing price of our common stock on the grant date. Stock-based compensation expense is recognized ratably over the related service period reduced for estimated forfeitures of those awards not expected to vest due to employee turnover. Stock-based compensation expense, as it relates to Performance Awards, is also adjusted based on the Company's estimate of the percentage of the aggregate Target Shares expected to be earned.

The following table summarizes the Company’s stock-based compensation expense:
 
Fiscal Year Ended
 
January 28,
2017
 
January 30,
2016
 
January 31,
2015
 
(In thousands)
Deferred Awards
$
8,906

 
$
10,653

 
$
10,529

Performance Awards
19,134

 
10,466

 
7,254

Total stock-based compensation expense (1)
$
28,040

 
$
21,119

 
$
17,783

____________________________________________
(1)    A portion of stock-based compensation is included in cost of sales. Approximately $3.6 million, $2.5 million and $1.6 million in Fiscal 2016, Fiscal 2015 and Fiscal 2014, respectively, were included in cost of sales. All other stock-based compensation is included in selling, general & administrative expense.

The Company recognized a tax benefit related to stock-based compensation expense of $11.1 million, $8.3 million and $7.0 million for Fiscal 2016, Fiscal 2015 and Fiscal 2014, respectively.
3. STOCK-BASED COMPENSATION (Continued)
At January 28, 2017, the Company had 1,065,920 shares available for grant under the Equity Plan. 
Changes in the Company’s Unvested Stock Awards during Fiscal 2016, Fiscal 2015 and Fiscal 2014
Deferred Awards
 
Fiscal Year Ended
 
January 28, 2017
 
January 30, 2016
 
January 31, 2015
 
Number of
Shares
 
Weighted
Average
Grant Date
Fair Value
 
Number of
Shares
 
Weighted
Average
Grant Date
Fair Value
 
Number of
Shares
 
Weighted
Average
Grant Date
Fair Value
 
(in thousands)
 
 

 
(in thousands)
 
 
 
(in thousands)
 
 
Unvested Deferred Awards at beginning of year
473

 
$
54.62

 
592

 
$
49.02

 
691

 
$
49.27

Granted
189

 
72.19

 
196

 
64.62

 
273

 
48.50

Vested (1)
(163
)
 
54.35

 
(250
)
 
49.02

 
(229
)
 
48.97

Forfeited
(30
)
 
63.88

 
(65
)
 
55.35

 
(143
)
 
49.31

Unvested Deferred Awards at end of year
469

 
$
61.19

 
473

 
$
54.62

 
592

 
$
49.02


____________________________________________
(1)
In Fiscal 2016, Fiscal 2015 and Fiscal 2014, the Company withheld shares of 83,344; 29,654; and 21,788, respectively, to satisfy minimum withholding tax requirements. These shares were immediately retired.
Total unrecognized stock-based compensation expense related to unvested Deferred Awards approximated $14.6 million as of January 28, 2017, which will be recognized over a weighted average period of approximately 1.9 years.

The fair value of Deferred Awards held by the Company's employees that vested during Fiscal 2016, Fiscal 2015 and Fiscal 2014 was approximately $12.2 million, $15.5 million and $11.4 million, respectively.
 

Performance Awards
 
Fiscal Year Ended
 
January 28, 2017
 
January 30, 2016
 
January 31, 2015
 
Number of
Performance
Shares (1)
 
Weighted
Average
Grant Date
Fair Value
 
Number of
Performance
Shares (1)
 
Weighted
Average
Grant Date
Fair Value
 
Number of
Performance
Shares (1)
 
Weighted
Average
Grant Date
Fair Value
 
(in thousands)
 
 
 
(in thousands)
 
 
 
(in thousands)
 
 
Unvested Performance Awards at beginning of year
375

 
$
61.37

 
345

 
$
50.18

 
267

 
$
47.67

Granted
204

 
75.19

 
195

 
70.91

 
245

 
50.91

Vested shares
(54
)
 
48.26

 
(147
)
 
48.02

 
(107
)
 
46.34

Forfeited
(10
)
 
67.11

 
(18
)
 
59.49

 
(60
)
 
48.87

Unvested Performance Awards at end of year
515

 
$
68.11

 
375

 
$
61.37

 
345

 
$
50.18

____________________________________________
(1)
For those awards in which the performance period is complete, the number of unvested shares is based on actual shares that will vest upon completion of the service period. 

For those awards in which the performance period is not yet complete, the number of unvested shares in the table above is based on the participants earning their Target Shares at 100%; however, the cumulative expense recognized reflects changes in estimated adjusted operating income and adjusted earnings per share as they occur. Based on the current number of Performance Awards expected to be earned, the total unrecognized stock-based compensation expense related to unvested
3. STOCK-BASED COMPENSATION (Continued)
Performance Awards approximated $33.7 million as of January 28, 2017, which will be recognized over a weighted average period of approximately 1.9 years.
The fair value of Performance Awards held by the Company's employees that vested during Fiscal 2016, Fiscal 2015 and Fiscal 2014 was approximately $4.4 million, $2.3 million and $5.5 million, respectively.
Stock Options
No stock options were issued during Fiscal 2016, Fiscal 2015 and Fiscal 2014 and at January 28, 2017, there were no stock options outstanding.
Outstanding Stock Options
Changes in the Company’s outstanding stock options for Fiscal 2016 were as follows:
 
 
Fiscal Year Ended
 
 
January 28, 2017
 
January 30, 2016
 
January 31, 2015
 
 
Number of
Options
 
Weighted
Average
Exercise
Price
 
Number of
Options
 
Weighted
Average
Exercise
Price
 
Number of
Options
 
Weighted
Average
Exercise
Price
 
 
(in thousands)
 
 
 
(in thousands)
 
 
 
(in thousands)
 
 
Options outstanding at beginning of year
 
15

 
$
29.05

 
30

 
$
29.05

 
34

 
$
28.77

Granted
 

 

 

 

 

 

Exercised (1)
 
(15
)
 
29.05

 
(15
)
 
29.05

 
(2
)
 
24.54

Forfeited
 

 

 

 

 
(2
)
 
29.54

Options outstanding at end of year(2)
 

 
$

 
15

 
$
29.05

 
30

 
$
29.05

Options exercisable at end of year(2)
 

 
$

 
15

 
$
29.05

 
30

 
$
29.05


____________________________________________
(1)
The aggregate intrinsic value of options exercised was approximately $0.7 million, $0.5 million and $0.1 million for Fiscal 2016, Fiscal 2015 and Fiscal 2014, respectively.
(2)
The aggregate intrinsic value of options outstanding and exercisable at the end of Fiscal 2015 and Fiscal 2014 was approximately$0.5 million and $0.9 million, respectively.