Stock-Based Compensation and Stockholders' Rights

6 Months Ended

Jul. 31, 2014

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock Based Compensation and Stockholders' Rights

Stock-Based Compensation and Stockholders’ Rights

Stock Incentive Plans

The Company's two stock plans are the 2011 Employee Stock Incentive Plan (the “2011 Plan”) and the 2007 Employee Incentive Stock Plan (the “2007 Plan”). Under the 2011 Plan, the Company may grant an aggregate of 2,000,000 shares to its employees and non-employee directors in the form of stock options or awards. Restricted stock or stock units awarded under the 2011 Plan are expensed ratably over the vesting period of the awards. The Company determines the fair value of its restricted stock unit awards and related compensation expense as the difference between the market value of the awards on the date of grant less the exercise price of the awards granted. The Company granted 518,626 awards under the 2011 Plan during the quarter ended July 31, 2014. As of July 31, 2014, there were approximately 830,694 shares available for future issuance under the 2011 Plan.

Under the 2007 Plan, the Company may grant an aggregate of 1,000,000 shares to its employees and non-employee directors in the form of stock options or awards. Restricted stock or stock units awarded under the 2007 Plan are expensed ratably over the vesting period of the awards. The Company determines the fair value of its restricted stock unit awards and related compensation expense as the difference between the market value of the awards on the date of grant less the exercise price of the awards granted. The Company granted 0 awards under the 2007 Plan during 2013 and 0 awards under the 2007 Plan during the quarter ended July 31, 2014. As of July 31, 2014, there were approximately 13,075 shares available for future issuance under the 2007 Plan.

Accounting for the Plans

Restricted Stock Unit Awards

The following table presents a summary of restricted stock and stock unit awards at July 31, 2014 and 2013:



			Expense for 3 months ended				Expense for 6 months ended				Unrecognized Compensation Cost at
Date of Grants	Units Granted	Terms of Vesting	7/31/2014		7/31/2013		7/31/2014		7/31/2013		7/31/2014
2011 Stock Incentive Plan
6/24/2014	28,626	1 year	$	13,000	$	—	$	13,000	$	—	$	62,000
6/24/2014	490,000	5 year	43,000		—		43,000		—		1,237,000
12/3/2013	10,000	1 year	6,000		—		12,000		—		—
6/25/2013	71,430	1 year	13,000		30,000		50,000		30,000		—
6/19/2012	31,250	1 year	—		4,000		—		17,000		—
6/19/2012	520,000	5 year	39,000		40,000		79,000		82,000		444,000
2007 Stock Incentive Plan
6/19/2012	78,125	1 year	—		11,000		—		41,000		—
6/16/2009	382,500	5 year	15,000		49,000		62,000		105,000		—
Totals for the period			$	129,000	$	134,000	$	259,000	$	275,000	$	1,743,000

Stockholders’ Rights

On October 15, 1996, the Board of Directors declared a dividend of one preferred stock purchase right (the "Rights") for each outstanding share of the Company's common Stock. The Rights were terminated on July 28, 2014 prior to becoming exercisable.

- Definition

The entire disclosure for compensation-related costs for equity-based compensation, which may include disclosure of policies, compensation plan details, allocation of equity compensation, incentive distributions, equity-based arrangements to obtain goods and services, deferred compensation arrangements, employee stock ownership plan details and employee stock purchase plan details.

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