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SHARE-BASED COMPENSATION

12 Months Ended

Jan. 28, 2024

Share-Based Payment Arrangement [Abstract]

Share-Based Payment Arrangement [Text Block]

NOTE 15 – 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 unvested restricted stock awards issued during fiscal 2024 were $18.73, $15.10, $17.65 and $21.22, during fiscal 2023 were $22.19 and $18.26, and during fiscal 2022 was $37.20.

The restricted stock awards outstanding as of January 28, 2024 had an aggregate grant-date fair value of $3.6 million, after taking vested and forfeited restricted shares into account. As of January 28, 2024, we have recognized non-cash compensation expense of approximately $1.9 million related to these non-vested awards. During fiscal 2024, 45,339 shares vested with an average grant date fair value of $714,000. The remaining $1.7 million of grant-date fair value for unvested restricted stock awards outstanding at January 28, 2024 will be recognized over the remaining vesting periods for these awards. The number of outstanding restricted shares increased due primarily to grants of restricted shares to a larger population of our non-executive employees as an incentive for retention and alignment of individual performance to our values.

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 28, 2024:

		Whole				Grant-Date				Aggregate				Compensation				Grant-Date Fair Value
		Number of				Fair Value				Grant-Date				Expense				Unrecognized At
		Shares				Per Share				Fair Value				Recognized				January 28, 2024

Restricted shares Issued on April 8, 2021			16,613			$	37.20			$	618			$	317			$	19
Forfeited			(7,576	)							(282	)

Restricted shares Issued on January 31, 2022			22,534				22.19				500				260				130
Forfeited			(4,958	)							(110	)

Restricted shares Issued on April 11, 2022			64,518				18.26				1,178				636				405
Forfeited			(7,524	)							(137	)

Restricted shares Issued on April 10, 2023			67,537				18.73				1,265				351				914

Restricted shares Issued on May 5, 2023			3,311				15.10				50				12				37

Restricted shares Issued on June 9, 2023			23,796				17.65				420				280				140

Restricted shares Issued on July 24, 2023			3,534				21.22				75				15				60

Awards outstanding at January 28, 2024:			181,785							$	3,577			$	1,872			$	1,705

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 activities for the year ended January 28, 2024:

		Whole				Grant-Date				Aggregate				Compensation				Grant-Date Fair Value
		Number of				Fair Value				Grant-Date				Expense				Unrecognized At
		Units				Per Unit				Fair Value				Recognized				January 28, 2024
RSUs Awarded on April 8, 2021			8,186			$	35.05			$	287			$	209			$	12
Forfeited			(1,882	)							(66	)

RSUs for retention Awarded on April 8, 2021			4,865				35.05				171				108				6
Forfeited			(1,613	)							(57	)

RSUs Awarded on April 11, 2022			19,157				15.86				304				186				118

RSUs Awarded on April 10, 2023			18,676				16.19				302				84				218

Awards outstanding at January 28, 2024:			47,389							$	941			$	586			$	355

We have issued Performance-based Restricted Stock Units (“PSUs”) to our named executive officers since fiscal 2019 under the Company’s Stock Incentive Plan. Each PSU entitles the executive officer to receive one share of our common stock based on the achievement of two specified performance conditions if the executive officer remains continuously employed through the end of the three-year performance period. One target is based on our annual average growth in our EPS over the performance period and the other target is based on EPS growth over the performance period compared to our peers. The payout or settlement of the PSUs will be made in shares of our common stock. PSUs awarded in fiscal 2022 were forfeited as the performance targets were not met. The following table presents PSU activities for the year ended January 28, 2024:

		Whole				Grant-Date				Aggregate				Compensation				Grant-Date Fair Value
		Number of				Fair Value				Grant-Date				Expense				Unrecognized At
		Units				Per Unit				Fair Value				Recognized				January 28, 2024

PSUs Awarded on April 11, 2022			46,725			$	18.26			$	853			$	569			$	284

PSUs Awarded on April 10, 2023			45,552				18.73				853				284				569

Awards outstanding at January 28, 2024:			92,277							$	1,706			$	853			$	853