Incentive Plans

As of June 30, 2015, the Corporation had four share-based compensation plans, which are described below. These plans are the 2013 Equity Incentive Plan ("2013 Plan"), 2010 Equity Incentive Plan (“2010 Plan”), the 2006 Equity Incentive Plan (“2006 Plan”) and the 2003 Stock Option Plan. For the years ended June 30, 2015, 2014 and 2013, the compensation cost for these plans was $1.5 million, $526,000 and $768,000, respectively. Net income tax (benefit) expense recognized in the Consolidated Statements of Operations for share-based compensation plans for the years ended June 30, 2015, 2014 and 2013 was $(397,000), $315,000 and $92,000, respectively.

Equity Incentive Plans. The Corporation established and the shareholders approved the 2013 Plan, the 2010 Plan and the 2006 Plan for directors, advisory directors, directors emeriti, officers and employees of the Corporation and its subsidiary. The 2013 Plan authorizes 300,000 stock options and 300,000 shares of restricted stock. The 2013 Plan also provides that no person may be granted more than 60,000 stock options or 45,000 shares of restricted stock in any one year. The 2010 Plan authorizes 586,250 stock options and 288,750 shares of restricted stock. The 2010 Plan also provides that no person may be granted more than 117,250 stock options or 43,312 shares of restricted stock in any one year. The 2006 Plan authorizes 365,000 stock options and 185,000 shares of restricted stock. The 2006 Plan also provides that no person may be granted more than 73,000 stock options or 27,750 shares of restricted stock in any one year.

Equity Incentive Plan - Stock Options. Under the 2013 Plan, the 2010 Plan and 2006 Plan (collectively, “the Plans”), options may not be granted at a price less than the fair market value at the date of the grant. Options typically vest over a five-year or shorter period as long as the director, advisory director, director emeritus, officer or employee remains in service to the Corporation. The options are exercisable after vesting for up to the remaining term of the original grant. The maximum term of the options granted is 10 years.

The fair value of each option grant is estimated on the date of the grant using the Black-Scholes option valuation model with the following assumptions. The expected volatility is based on implied volatility from historical common stock closing prices for the prior 84 months. The expected dividend yield is based on the most recent quarterly dividend on an annualized basis. The expected term is based on the historical experience of all fully vested stock option grants and is reviewed annually. The risk-free interest rate is based on the U.S. Treasury note rate with a term similar to the underlying stock option on the particular grant date.



	Fiscal 2015		Fiscal 2014		Fiscal 2013
Expected volatility	53.7	%	55.1	%	55.2	%
Weighted-average volatility	53.7	%	55.1	%	55.2	%
Expected dividend yield	3.0	%	2.6	%	1.2	%
Expected term (in years)	7.2		7.7		7.7
Risk-free interest rate	2.2	%	2.3	%	1.2	%

In fiscal 2015, there were 369,000 options granted under the Plans with 50% vesting after two years of service and 50% vesting after four years of service and the weighted-average fair value of the options granted as of the grant date was $6.06 per option. Also in fiscal 2015, 52,500 options were exercised and 3,000 options were forfeited.

In fiscal 2014, there were 20,000 options granted under the Plans with 50% vesting after two years of service and 50% vesting after four years of service and the weighted-average fair value of the options granted as of the grant date was $6.80 per option. Also in fiscal 2014, 52,500 options were exercised and 31,300 options were forfeited.

In fiscal 2013, there were 20,000 options granted under the Plans with with 50% vesting after two years of service and 50% vesting after four years of service and the weighted-average fair value of the options granted as of the grant date was $8.35 per option. Also in fiscal 2013, 42,000 options were exercised and 24,000 options were forfeited.

As of June 30, 2015 and 2014, there were 133,750 options and 499,750 options, respectively, available for future grants under the Plans.

The following tables summarize the stock option activity in the Plans during the years ended June 30, 2015, 2014 and 2013:



Options	Shares		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value ($000)
Outstanding at June 30, 2012	757,800		$	12.13
Granted	20,000		$	16.47
Exercised	(42,000	)	$	7.03
Forfeited	(24,000	)	$	7.41
Outstanding at June 30, 2013	711,800		$	12.71	6.43	$	4,429
Vested and expected to vest at June 30, 2013	668,900		$	12.99	6.32	$	4,100
Exercisable at June 30, 2013	497,300		$	14.62	5.71	$	2,785

Outstanding at June 30, 2013	711,800		$	12.71
Granted	20,000		$	15.14
Exercised	(52,500	)	$	7.34
Forfeited	(31,300	)	$	20.64
Outstanding at June 30, 2014	648,000		$	12.84	5.55	$	3,680
Vested and expected to vest at June 30, 2014	603,400		$	13.13	5.42	$	3,386
Exercisable at June 30, 2014	425,000		$	14.89	4.60	$	2,212

Outstanding at June 30, 2014	648,000		$	12.84
Granted	369,000		$	14.59
Exercised	(52,500	)	$	7.19
Forfeited	(3,000	)	$	7.43
Outstanding at June 30, 2015	961,500		$	13.83	6.35	$	4,578
Vested and expected to vest at June 30, 2015	881,700		$	13.76	6.09	$	4,412
Exercisable at June 30, 2015	562,500		$	13.24	4.34	$	3,750

As of June 30, 2015 and 2014, there was $2.1 million and $392,000 of unrecognized compensation expense, respectively, related to unvested share-based compensation arrangements with respect to stock options issued under the Plans. The expense is expected to be recognized over a weighted-average period of 3.2 years and 1.0 year, respectively. The forfeiture rate during fiscal 2015 and 2014 was 20 percent for both periods, and was calculated by using the historical forfeiture experience of all fully vested stock option grants and is reviewed annually.

Equity Incentive Plan – Restricted Stock. The Corporation used 300,000 shares, 288,750 shares and 185,000 shares of its treasury stock to fund the 2013 Plan, the 2010 Plan and the 2006 Plan, respectively. Awarded shares typically vest over a five-year or shorter period as long as the director, advisory director, director emeriti, officer or employee remains in service to the Corporation. Once vested, a recipient of restricted stock will have all rights of a shareholder, including the power to vote and the right to receive dividends. The Corporation recognizes compensation expense for the restricted stock awards based on the fair value of the shares at the award date.

In fiscal 2015, a total of 185,000 shares of restricted stock were awarded with 50% vesting after two years of service and 50% vesting after four years of service, while 65,000 shares were vested and distributed and 1,500 shares were forfeited. In fiscal 2014, a total of 15,000 shares of restricted stock were awarded with 50% vesting after two years of service and 50% vesting after four years of service, while no shares were vested or distributed and 5,750 shares were forfeited. In fiscal 2013, no restricted stock was awarded, while 73,050 shares were vested and distributed and 1,500 shares were forfeited. As of June 30, 2015 and 2014, there were 276,850 and 460,350 shares, respectively, available for future awards.

The following table summarizes the restricted stock activity in the years ended June 30, 2015, 2014 and 2013:



Unvested Shares	Shares		Weighted-Average Award Date Fair Value
Unvested at June 30, 2012	146,800		$	7.13
Awarded	—		$	—
Vested	(73,050	)	$	7.19
Forfeited	(1,500	)	$	7.07
Unvested at June 30, 2013	72,250		$	7.07
Expected to vest at June 30, 2013	57,800		$	7.07

Unvested at June 30, 2013	72,250		$	7.07
Awarded	15,000		$	13.96
Vested	—		$	—
Forfeited	(5,750	)	$	7.07
Unvested at June 30, 2014	81,500		$	8.34
Expected to vest at June 30, 2014	65,200		$	8.34

Unvested at June 30, 2014	81,500		$	8.34
Awarded	185,000		$	13.30
Vested	(65,000	)	$	7.07
Forfeited	(1,500	)	$	7.07
Unvested at June 30, 2015	200,000		$	13.35
Expected to vest at June 30, 2015	160,000		$	13.35

As of June 30, 2015 and 2014, the unrecognized compensation expense was $2.2 million and $472,000, respectively, related to unvested share-based compensation arrangements with respect to restricted stock issued under the Plans, and reported as a reduction to stockholders’ equity. This expense is expected to be recognized over a weighted-average period of 3.2 years and 2.1 years, respectively. Similar to stock options, a forfeiture rate of 20 percent has been applied to the restricted stock compensation expense calculations in fiscal 2015 and 2014. For the fiscal years ended June 30, 2015, 2014 and 2013, the fair value of shares vested and distributed was $1.1 million, $0 and $1.1 million, respectively.

Stock Option Plans. The Corporation established the 2003 Stock Option Plan and the 1996 Stock Option Plan (collectively, the “Stock Option Plans”) for key employees and eligible directors under which options to acquire up to 352,500 shares and 1.15 million shares of common stock, respectively, may be granted. Under the Stock Option Plans, stock options may not be granted at a price less than the fair market value at the date of the grant. Stock options typically vest over a five-year period on a pro-rata basis as long as the employee or director remains in service to the Corporation. The stock options are exercisable after vesting for up to the remaining term of the original grant. The maximum term of the stock options granted is 10 years.

The fair value of each stock option grant is estimated on the date of the grant using the Black-Scholes option valuation model with the following assumptions. The expected volatility is based on implied volatility from historical common stock closing prices for the prior 84 months. The expected dividend yield is based on the most recent quarterly dividend on an annualized basis. The expected term is based on the historical experience of all fully vested stock option grants and is reviewed annually. The risk-free interest rate is based on the U.S. Treasury note rate with a term similar to the underlying stock option on the particular grant date.

In fiscal 2015, 2014 and 2013, there was no activity under the Stock Option Plans, except forfeitures of 25,000 shares, 317,700 shares and 7,500 shares, respectively. As of June 30, 2015 and 2014, there were no stock options available for future grants under the Stock Option Plans. The remaining available stock options under the 2003 Stock Option Plan and the 1996 Stock Option Plan expired in November 2013 and January 2007, respectively.

The following is a summary of the activity in the Stock Option Plans for the years ended June 30, 2015, 2014 and 2013:



Options	Shares		Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value ($000)
Outstanding at June 30, 2012	420,200		$	24.11
Granted	—		$	—
Exercised	—		$	—
Forfeited	(7,500	)	$	13.67
Outstanding at June 30, 2013	412,700		$	24.30	1.51	$	—
Vested and expected to vest at June 30, 2013	412,700		$	24.30	1.51	$	—
Exercisable at June 30, 2013	412,700		$	24.30	1.51	$	—

Outstanding at June 30, 2013	412,700		$	24.30
Granted	—		$	—
Exercised	—		$	—
Forfeited	(317,700	)	$	24.58
Outstanding at June 30, 2014	95,000		$	23.33	2.06	$	—
Vested and expected to vest at June 30, 2014	95,000		$	23.33	2.06	$	—
Exercisable at June 30, 2014	95,000		$	23.33	2.06	$	—

Outstanding at June 30, 2014	95,000		$	23.33
Granted	—		$	—
Exercised	—		$	—
Forfeited	(25,000	)	$	24.80
Outstanding at June 30, 2015	70,000		$	22.81	1.69	$	—
Vested and expected to vest at June 30, 2015	70,000		$	22.81	1.69	$	—
Exercisable at June 30, 2015	70,000		$	22.81	1.69	$	—

As of June 30, 2015 and 2014, there was no unrecognized compensation expense.