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Share-Based Compensation | 12 Months Ended
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Jan. 31, 2025
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] |
Share-Based Compensation | Note 15—Share-Based Compensation The Company maintains the following share-based compensation plans: Stock Plans: We have one equity incentive plan from which we are authorized to grant equity awards, the AstroNova, Inc. 2018 Equity Incentive Plan (the “2018 Plan”). The 2018 Plan provides for, among other things, the issuance of awards, including incentive stock options, non-qualified stock options, stock appreciation rights, time-based restricted stock units (“RSUs”), or performance-based restricted stock units (“PSUs”) and restricted stock awards (“RSAs”). At the June 6, 2023 annual meeting of shareholders, the 2018 Plan was amended to increase the number of shares of our common stock available for issuance by 600,000, bringing the total number of shares available for issuance under the 2018 Plan from 950,000 to 1,550,000. Under the 2018 Plan, we may also issue an additional number of shares equal to the number of shares subject to outstanding awards under our prior 2015 Equity Incentive Plan that are forfeited, canceled, satisfied without the issuance of stock, otherwise terminated (other than by exercise),or, for shares of stock issued pursuant to any unvested award, that are reacquired by us at not more than the grantee’s purchase price (other than by exercise). Under the 2018 Plan, all awards to employees generally have a minimum vesting period of one year. Options granted under the 2018 Plan must be issued at an exercise price of not less than the fair market value of our common stock on the date of grant and expire after ten years. Under the 2018 Plan, there were 132,196 unvested RSUs; 121,581 unvested PSUs; and options to purchase an aggregate of 130,500 shares outstanding as of January 31, 2025. In addition to the 2018 Plan, we previously granted equity awards under our 2015 Equity Incentive Plan (the “2015 Plan”) and our 2007 Equity Incentive Plan (the “2007 Plan”). No new awards may be issued under either the 2007 or 2015 Plans, but outstanding awards will continue to be governed by those plans. As of January 31, 2025, options to purchase an aggregate of 178,599 shares were outstanding under the 2007 Plan and options to purchase an aggregate of 112,600 shares were outstanding under the 2015 Plan. We also have a Non-Employee Director Annual Compensation Program (the “Program”) under which each non-employee director receives an automatic grant of RSAs on the date of the regular full meeting of the Board of Directors held each fiscal quarter. Under the Program, the number of whole shares to be granted each quarter is equal to 25% of the number calculated by dividing the director’s annual compensation amount by the fair market value of the Company’s stock on such day. On June 11, 2024, each director’s annual compensation amount was adjusted to be $72,800. All RSAs granted under this Program vest immediately. Share-Based Compensation: Share-based compensation expense has been recognized as follows:
|  | Years Ended January 31, |
|  | 2025 |  |  | 2024 |  |  | 2023 |
(In thousands) |  |  |  |  |  |  |  |  |
Stock Options |  | $ | — |  |  | $ | — |  |  | $ | 7 |
Restricted Stock Awards and Restricted Stock Units |  |  | 1,338 |  |  |  | 1,322 |  |  |  | 1,271 |
Employee Stock Purchase Plan |  |  | 40 |  |  |  | 25 |  |  |  | 12 |
Total |  | $ | 1,378 |  |  | $ | 1,347 |  |  | $ | 1,290 |
Stock Options: Aggregated information regarding stock options granted under the plans is summarized below:
|  | Number of Shares |  |  | Weighted- Average Exercise Price Per Share |
Options Outstanding, January 31, 2022 |  |  | 598,043 |  |  | $ | 14.67 |
Options Granted |  |  | — |  |  |  | — |
Options Exercised |  |  | (42,944 | ) |  |  | 8.74 |
Options Forfeited |  |  | (5,500 | ) |  |  | 15.42 |
Options Cancelled |  |  | (2,400 | ) |  |  | 8.09 |
Options Outstanding, January 31, 2023 |  |  | 547,199 |  |  | $ | 15.16 |
Options Granted |  |  | — |  |  |  | — |
Options Exercised |  |  | (9,100 | ) |  |  | 11.54 |
Options Forfeited |  |  | (10,525 | ) |  |  | 15.20 |
Options Cancelled |  |  | (4,225 | ) |  |  | 10.50 |
Options Outstanding, January 31, 2024 |  |  | 523,349 |  |  | $ | 15.26 |
Options Granted |  |  | — |  |  |  | — |
Options Exercised |  |  | (65,900 | ) |  |  | 13.86 |
Options Forfeited |  |  | — |  |  |  | — |
Options Cancelled |  |  | (35,750 | ) |  |  | 14.69 |
Options Outstanding, January 31, 2025 |  |  | 421,699 |  |  | $ | 15.52 |
Set forth below is a summary of options outstanding at January 31, 2025:
Outstanding |  |  | Exercisable |
Range of Exercise prices |  | Number of Shares |  |  | Weighted- Average Exercise Price |  |  | Weighted- Average Remaining Contractual Life |  |  | Number of Shares |  |  | Weighted- Average Exercise Price |  |  | Weighted Average Remaining Contractual Life |
$10.01-15.00 |  |  | 215,224 |  |  | $ | 13.70 |  |  |  | 1.1 |  |  |  | 215,224 |  |  | $ | 13.70 |  |  |  | 1.1 |
$15.01-20.00 |  |  | 206,475 |  |  |  | 17.42 |  |  |  | 2.6 |  |  |  | 206,475 |  |  |  | 17.42 |  |  |  | 2.6 |
|  |  | 421,699 |  |  | $ | 15.52 |  |  |  | 1.8 |  |  |  | 421,699 |  |  | $ | 15.52 |  |  |  | 1.8 |
No options were granted during fiscal 2025 or fiscal 2024. As of January 31, 2025, there was no unrecognized compensation expense related to the unvested stock options granted under the plans. As of January 31, 2025, there was no aggregate intrinsic value (the aggregate difference between the closing stock price of our common stock on January 31, 2025, and the exercise price of the outstanding options) received by the option holders if all options had been exercised for all exercisable options and all options outstanding. The total aggregate intrinsic value of options exercised during fiscal 2025, 2024, and 2023 was $242,000, $32,000, and $200,000, respectively. Restricted Stock Units, Performance-Based Restricted Stock Units and Restricted Stock Awards: Aggregated information regarding RSUs, PSUs and RSAs granted under the Plan is summarized below:
|  | RSUs, PSUs & RSAs |  |  | Weighted-Average Grant Date Fair Value |
Outstanding at January 31, 2022 |  |  | 220,980 |  |  | $ | 13.23 |
Granted |  |  | 141,371 |  |  |  | 12.70 |
Vested |  |  | (85,324 | ) |  |  | 13.45 |
Forfeited |  |  | (2,100 | ) |  |  | 13.25 |
Outstanding at January 31, 2023 |  |  | 274,927 |  |  | $ | 12.82 |
Granted |  |  | 157,643 |  |  |  | 12.64 |
Vested |  |  | (116,288 | ) |  |  | 12.29 |
Forfeited |  |  | (15,577 | ) |  |  | 13.37 |
Outstanding at January 31, 2024 |  |  | 300,705 |  |  | $ | 12.90 |
Granted |  |  | 96,040 |  |  |  | 16.93 |
Vested |  |  | (96,987 | ) |  |  | 13.95 |
Forfeited |  |  | (45,981 | ) |  |  | 12.64 |
Outstanding at January 31, 2025 |  |  | 253,777 |  |  | $ | 14.07 |
As of January 31, 2025, there was $1.4 million of unrecognized compensation expense related to unvested RSUs, PSUs and RSAs. This expense is expected to be recognized over a weighted average period of 1.9 years. Employee Stock Purchase Plan (ESPP): On June 7, 2022, we adopted the AstroNova Inc. 2022 Employee Stock Purchase Plan (“2022 ESPP”) to replace our previous Employee Stock Purchase Plan. The 2022 ESPP allows eligible employees to purchase shares of common stock at a 15% discount from fair value on the first or last day of an offering period, whichever is less. A total of 40,000 shares were reserved for issuance under this plan and 12,550 and 9,897 shares were purchased under the 2022 ESSP during the years ended January 31, 2025 and 2024, respectively. As of January 31, 2025, 12,508 shares remain available for purchase under the 2022 ESPP.

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