The Company recognized total stock-based compensation expense, including expense relating to the employee stock purchase plan, of $4,237, $4,673, and $3,328, during fiscal years 2023, 2022, and 2021, respectively. Compensation expense related to the Company's stock-based payment awards is recognized in selling, general, and administrative expenses in the consolidated statements of operations. As of February 3, 2024, and January 28, 2023, the Company had $5,985 and $7,537, respectively, remaining in unrecognized compensation costs, respectively.

As of February 3, 2024, the number of shares available for awards under the 2019 Performance Incentive Plan (the “2019 Plan”) was 2,113. As of February 3, 2024, there were 758 awards outstanding under the 2019 Plan. All shares granted during fiscal year 2023 were newly issued shares. All subsequent awards were, and all future awards are expected to be, granted under the 2019 Plan.

On September 21, 2023, the Company's Board of Directors adopted and approved the Sportsman’s Warehouse Holdings, Inc. Inducement Plan (the “Inducement Plan”) to reserve 1,000 shares of the Company’s common stock to be used exclusively for grants of awards to individuals that were not previously employees or directors of the Company (or following a bona fide period of non-employment) as an inducement material to the individual's entering into employment with the Company in accordance with Nasdaq Marketplace Rule 5635(c)(4). The Inducement Plan provides for the grant of options, stock appreciation rights, restricted stock, stock bonuses, stock units, restricted stock units, performance stock, deferred shares, phantom stock, dividend equivalent rights and other cash or share-based awards. Awards granted under the Inducement Plan must be approved by either a majority of the Company’s independent directors or the compensation committee of the Company’s Board of Directors. As of February 3, 2024, the number of shares available for awards under the Inducement Plan was 670. As of February 3, 2024, there were 330 unvested stock awards outstanding under the Inducement Plan.

During fiscal year 2023, the Company issued 36 nonvested performance-based stock awards to employees at a weighted average grant date fair value of $8.40 per share. The nonvested performance-based stock awards issued to employees vest in full on the third anniversary of the grant date. The number of shares issued is contingent on management achieving fiscal year 2023, 2024, and 2025 performance targets for percentage of total return on invested capital and total operating income percentage. If minimum threshold performance targets are not achieved, no shares will vest. The maximum number of shares subject to the award is 72, and the “target” number of shares subject to the award is 36 as reported below. Following the end of the performance period (fiscal years 2023, 2024,

and 2025), the number of shares eligible to vest, based on actual performance, will be fixed and vesting will then be subject to each employee’s continued employment over the remaining service period.

During fiscal year 2022, the Company issued 188 nonvested performance-based stock awards to employees at a weighted average grant date fair value of $10.88 per share. The nonvested performance-based stock awards issued to employees vest at the end of three years. The number of shares issued is contingent on management achieving a fiscal year 2022, 2023 and 2024 performance targets for total revenue growth and adjusted EPS. If minimum threshold performance targets are not achieved, no shares will vest. The maximum number of shares subject to the award is 376, and the “target” number of shares subject to the award is 188 as reported below. Following the end of the performance period (fiscal years 2022, 2023, and 2024), the number of shares eligible to vest, based on actual performance, will be fixed and vesting will then be subject to each employee’s continued employment over the remaining service period.

The following table sets forth the rollforward of outstanding nonvested performance-based stock awards (per share amounts are not in thousands):


				Weighted
				average
				grant-date
	Shares			fair value
Balance at January 28, 2023		313		$	7.72
Grants		36			8.40
Forfeitures		(98	)		10.94
Vested		(221	)		6.20
Balance at February 3, 2024		30		$	9.03

				Weighted
				average
				grant-date
	Shares			fair value
Balance at January 29, 2022		487		$	5.13
Grants		188			10.88
Forfeitures		(194	)		7.95
Vested		(168	)		3.49
Balance at January 28, 2023		313		$	7.72

During the fiscal year 2023, the Company issued 1,219 nonvested stock units to employees of the Company and independent members of the Board of Directors at a weighted average grant date fair value of $6.34 per share. The shares issued to the independent members of the Board of Directors vest over 12 months with one twelfth vesting each month from the grant date. The shares issued to employees of the Company vest over a three-year period with one third of the shares vesting on each grant date anniversary.

During the fiscal year 2022, the Company issued 444 nonvested stock units to employees of the Company and independent members of the Board of Directors at a weighted average grant date fair value of $10.77 per share. The shares issued to the independent members of the Board of Directors vest over 12 months with one twelfth vesting each month from the grant date. The shares issued to employees of the Company vest over a three-year period with one third of the shares vesting on each grant date anniversary.

The following table sets forth the rollforward of outstanding nonvested stock units:


				Weighted
				average
				grant-date
	Shares			fair value
Balance at January 28, 2023		721		$	12.16
Grants		1,219			6.34
Forfeitures		(449	)		10.22
Vested		(433	)		10.07
Balance at February 3, 2024		1,058		$	7.13

				Weighted
				average
				grant-date
	Shares			fair value
Balance at January 29, 2022		929		$	11.56
Grants		444			10.77
Forfeitures		(226	)		11.15
Vested		(426	)		9.94
Balance at January 28, 2023		721		$	12.16

As of February 3, 2024, and January 28, 2023, the weighted average grant date fair value of the outstanding shares was $7.13 and $12.16, respectively.