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Share-Based Compensation | 3 Months Ended
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Apr. 30, 2025
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] |
Share-Based Compensation | Note 15 – Share-Based Compensation 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 pursuan t 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 196,147 unvested RSUs; 60,615 unvested PSUs; and options to purchase an aggregate of 130,500 shares outstanding as of April 30, 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 Plan or 2015 Plan, but outstanding awards will continue to be governed by those plans. As of April 30, 2025, options to purchase an aggregate of 118,449 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 our stock on such day. On June 11, 2024, the director’s annual compensation amount was adjusted to be $72,800. All RSAs granted under this Program vest immediately. Share-based compensation expense was recognized as follows:
|  | Three Months Ended |
(In thousands) |  | April 30, 2025 |  |  | April 27, 2024 |
Stock Options |  | $ | — |  |  | $ | — |
Restricted Stock Awards and Restricted Stock Units |  |  | 281 |  |  |  | 319 |
Employee Stock Purchase Plan |  |  | 25 |  |  |  | 6 |
Total |  | $ | 306 |  |  | $ | 325 |
Stock Options Aggregated information regarding stock option activity for the three months ended April 30, 2025, is summarized below:
|  | Number of Options |  |  | Weighted Average Exercise Price |
Outstanding at January 31, 2025 |  |  | 421,699 |  |  | $ | 15.52 |
Granted |  |  | — |  |  |  | — |
Exercised |  |  | — |  |  |  | — |
Forfeited |  |  | — |  |  |  | — |
Canceled |  |  | (60,150 | ) |  |  | 13.95 |
Outstanding at April 30, 2025 |  |  | 361,549 |  |  | $ | 15.78 |
Set forth below is a summary of options outstanding at April 30, 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 |  |  | 155,074 |  |  | $ | 13.61 |  |  |  | 1.2 |  |  |  | 155,074 |  |  | $ | 13.61 |  |  |  | 1.2 |
$15.01-20.00 |  |  | 206,475 |  |  | $ | 17.42 |  |  |  | 2.4 |  |  |  | 206,475 |  |  | $ | 17.42 |  |  |  | 2.4 |
|  |  | 361,549 |  |  | $ | 15.78 |  |  |  | 1.9 |  |  |  | 361,549 |  |  | $ | 15.78 |  |  |  | 1.9 |
There were no stock options granted in fiscal 2025, or during the first three months of fiscal 2026, and as of April 30, 2025, there was no unrecognized compensation expense related to stock options. Restricted Stock Units (RSUs), Performance-Based Stock Units (PSUs) and Restricted Stock Awards (RSAs) Aggregated information regarding RSU, PSU and RSA activity for the three months ended April 30, 2025, is summarized below:
|  | RSUs, PSUs & RSAs |  |  | Weighted Average Grant Date Fair Value |
Outstanding at January 31, 2025 |  |  | 253,777 |  |  | $ | 14.07 |
Granted |  |  | 133,773 |  |  |  | 8.23 |
Vested |  |  | (65,550 | ) |  |  | 13.30 |
Forfeited |  |  | (65,238 | ) |  |  | 14.12 |
Outstanding at April 30, 2025 |  |  | 256,762 |  |  | $ | 11.21 |
As of April 30, 2025, there was approximately $1.9 million of unrecognized compensation expense related to RSUs, PSUs and RSAs, which is expected to be recognized over a weighted average period of 2.4 years. Employee Stock Purchase Plan (ESPP) Our ESPP allowed 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 l ess. A total of 40,000 shares were initially reserved for issuance under the ESPP. During the three months ended April 30, 2025, there were 6,463 shares purchased under the ESPP and there were 6,045 shares remaining available for purchase under the ESPP as of April 30, 2025. The Board of Directors terminated the ESPP effecti ve April 22, 2025. Upon termination and in accordance with its terms, all payroll deductions made for the second quarter offer period which began on April 1, 2025, were refunded to the participating employees.

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