NOTE 13 – SHARE-BASED COMPENSATION

Our Stock Incentive Plan permits incentive awards of restricted stock, restricted stock units, stock appreciation rights and performance grants to key employees. A maximum of 750,000 shares of the Company’s common stock is authorized for issuance under the Stock Incentive Plan. The Stock Incentive Plan also provides for annual restricted stock awards to non-employee directors. We have issued restricted stock awards to our non-employee directors since January 2006 and certain other management employees since 2014.

We account for restricted stock awards as “non-vested equity shares” until the awards vest or are forfeited. Restricted stock awards to non-employee directors and certain other management employees vest if the director/employee remains on the board/employed through the specified vesting period for shares and may vest earlier upon certain events specified in the plan. For shares issued to non-employee directors during fiscal 2016 and after, there is a 12-month service period. The fair value of each share of restricted stock is the market price of our common shares on the grant date. The weighted average grant-date fair values of restricted stock awards issued during fiscal year 2017 were $25.45 and 24.17, during 2016 was $21.44, and during 2015 were $15.96 and $13.86 per share, respectively.

The restricted stock awards outstanding as of January 29, 2017 had an aggregate grant-date fair value of $633,000, after taking vested and forfeited restricted shares into account. As of January 29, 2017, we have recognized non-cash compensation expense of approximately $424,000 related to these non-vested awards and $846,000 for awards that have vested. The remaining $209,000 of grant-date fair value for unvested restricted stock awards outstanding at January 29, 2017 will be recognized over the remaining vesting periods for these awards.

For each restricted stock issuance, the following table summarizes restricted stock activity, including the weighted average issue price of those shares on the grant date, the fair value of each grant of restricted stock on the grant date, compensation expense recognized for the unvested shares of restricted stock for each grant and the remaining fair value of the unvested shares of restricted stock for each grant as of January 29, 2017:

	Whole Number of Shares			Grant-Date Fair Value Per Share		Aggregate Grant-Date Fair Value			Compensation Expense Recognized		Grant-Date Fair Value Unrecognized At January 31, 2016



Previous Awards (vested)									$	846

Restricted shares Issued on June 4, 2014		1,624		$	13.86		23			20		3

Restricted shares Issued on June 10, 2014		8,385		$	15.96		133			98		12
Forfeited		(1,434	)	$	15.96		(23	)		-		-
Balance		6,951					110			98		12

Restricted shares Issued on April 6, 2015		5,741		$	21.44		123			75		48

Restricted shares Issued on April 13, 2016		4,872		$	25.45		130			36		94

Restricted shares Issued on June10, 2016		6,494		$	24.17		157			105		52

Awards outstanding at January 29, 2017:		25,682				$	633		$	424	$	209

We have awarded time-based restricted stock units to certain senior executives since 2011. Each restricted stock unit, or “RSU”, entitles the executive to receive one share of the Company’s common stock if he remains continuously employed with the Company through the end of a three-year service period. The RSUs may be paid in shares of the Company’s common stock, cash or both, at the discretion of the Compensation Committee. The RSUs are accounted for as “non-vested stock grants.” Similar to the restricted stock grants issued to our non-employee directors, RSU compensation expense is recognized ratably over the applicable service period. However, unlike restricted stock grants, no shares are issued, or other payment made, until the end of the applicable service period (commonly referred to as “cliff vesting”) and grantees are not entitled to receive dividends on their RSUs during that time. The fair value of each RSU is the market price of a share of our common stock on the grant date, reduced by the present value of the dividends expected to be paid on a share of our common stock during the applicable service period, discounted at the appropriate risk-free rate. The following table presents RSU activity for the year ended January 29, 2017:

	Whole Number of Units		Grant-Date Fair Value Per Unit		Aggregate Grant-Date Fair Value		Compensation Expense Recognized		Grant-Date Fair Value Unrecognized At January 29, 2017


Previous Awards (vested)							$	400

RSUs Awarded on April 15, 2014		7,322	$	12.91		95		95		-
RSUs Awarded on April 6, 2015		5,518	$	17.52		97		58		39
RSUs Awarded on April 13, 2016		7,622	$	24.26		185		51		134

Awards outstanding at January 29, 2017:		20,462			$	377	$	204	$	173