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Restricted Stock | 12 Months Ended
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Mar. 31, 2024
Share-Based Payment Arrangement [Abstract] |
Restricted Stock | Restricted Stock In July 2015, the Company’s 2015 Outside Director Equity Compensation Restricted Stock Plan (“2015 Director Plan”) became effective upon the approval of the plan by the Company’s shareholders. The 2015 Director Plan authorized 400,000 shares of the Company's common stock available for issuance under the plan and provides for an automatic increase every year in the amount of shares available for issuance under the plan of 10% of the shares authorized under the plan. In July 2016, the Company’s 2016 Employee Equity Compensation Restricted Stock Plan (“2016 Employee Plan”) became effective upon the approval of the plan by the Company’s shareholders. The 2016 Employee Plan authorized 1,000,000 shares of the Company's Common stock available for issuance under the plan. In July 2022, the Company’s 2022 Employee Equity Compensation Restricted Stock Plan (“2022 Employee Plan”) became effective upon the approval of the plan by the Company’s shareholders. The 2022 Employee Plan replaced the 2016 Employee Plan, and as of April 2023 no further awards were granted, or will be granted, under the 2016 Employee Plan. The 2022 Employee Plan authorized 1,000,000 shares of the Company's common stock available for issuance.The value of the restricted stock is determined based on the market value of the stock at the issuance date. The restriction period or forfeiture period is determined by the Company’s Compensation and Human Capital Committee and is to be no less than 1 year and no more than ten years unless otherwise specified by the Compensation and Human Capital Committee. The Company records compensation expense associated with restricted stock in accordance with ASC Topic 718 (“Share Based Payments”) (ASU 2016-09). At March 31, 2024, the Company had 957,260 common shares issued under the 2016 Employee Plan, 255,251 common shares issued under the 2015 Director Plan and 149,488 common shares issued under the 2022 Employee Plan. As of March 31, 2024, all shares in the 2022 Employee Plan, 2016 Employee Plan and 2015 Director Plan were issued subject to a restriction or forfeiture or vesting period that lapses ratably on the first, second, and third anniversaries of the date of grant, and the fair value of which is being amortized over a one to three-year restriction period, with the exception of performance restricted shares which were issued to the Company's former Chief Executive Officer and the Company's Chief Financial Officer. In August 2021, the Company issued 90,000 restricted shares and 510,000 performance restricted shares to the Company’s former CEO, in accordance with the former CEO’s employment agreement, under the 2016 Employee Plan. The performance restricted shares were based on achieving absolute stock hurdles within the three-year period from the grant date. If the shares met the absolute stock price hurdle, they would have only been released from restrictions on the third anniversary of the date of grant. As of March 31, 2024, none of the performance stock hurdles were met, and subsequent to March 31, 2024 the performance restricted shares were forfeited and cancelled as a result of the former CEO's cessation of employment with the Company. In August 2022, the Company issued 13,000 restricted shares and 3,000 performance restricted shares to the Company's CFO, in accordance with the CFO's employment agreement, under the 2016 Employee Plan. One-third of the restricted shares will vest on each of the first three anniversaries of the date of grant, subject to the CFO’s continued employment with the Company through the applicable vesting date, with any unvested RSUs being forfeited upon the CFO ceasing to be an employee of the Company. The performance restricted shares were based on the attainment of performance criteria equally weighted between adjusted EBITDA and revenue, and on June 8, 2023 the Company determined that the performance criteria was not attained over the applicable performance period and the performance restricted shares were forfeited. In June 2023, the Company granted the Company's CFO 11,750 RSUs under the 2022 Employee Plan, of which 3,750 RSUs were awarded in recognition of the CFO’s contributions during fiscal year 2023 and the remaining 8,000 awarded as a part of the equity award cycle for fiscal year 2024. One-third of the RSUs will vest on each of the first three anniversaries of the date of grant, subject to the CFO’s continued employment with the Company through the applicable vesting date, with any unvested RSUs being forfeited upon the CFO ceasing to be an employee of the Company. Also in June 2023, the CFO was awarded 8,000 PSUs with a market condition. The CFO will earn shares of our common stock pursuant to the PSUs based on the Company’s total shareholder return (“TSR”) relative to the S&P 600 Specialty Retail Index (“Index”) over an overall three-year performance period consisting of the 2024 through 2026 fiscal years, as follows: •100% of the target number of shares, which is 8,000 shares, will be earned if the Company’s TSR is equal to or greater than the 75th percentile of the Index (the “maximum target payout”); •50% of the target number of shares, which is 4,000 shares, will be earned if the Company’s TSR is equal to at least the 50th percentile of the Index; •25% of the target number of shares, which is 2,000 shares, will be earned if the Company’s TSR is equal to at least the 25th percentile of the Index (the “minimum threshold”); •No shares will be earned if the TSR is less than the 25th percentile of the Index, and the payout is capped at 2,000 shares if absolute TSR is negative, regardless of relative position to the Index; and •Linear scaling will be used to determine the number of shares earned for performance between the maximum target payout level and the minimum threshold payout level. Subsequent to March 31, 2024, 3,917 of the RSUs granted in June 2023 and all PSUs granted granted in June 2023 were forfeited and cancelled in connection with the CFO's Transition and Separation Agreement - see Note 16, Subsequent Events. For the fiscal years ended March 31, 2024, 2023, and 2022, the Company recognized compensation expense related to the 2016 and 2022 Employee Plan and the 2015 Director Plan of $6.9 million, $6.6 million, and $4.5 million, respectively. All stock-based compensation expense is recognized as a payroll-related expense and it is included within the general and administrative expenses line item within the Company’s Consolidated Statements of (Loss) Income, and the offset is included in the additional paid-in capital line item of the Company’s Consolidated Balance Sheets. Restricted Stock Awards For the year ended March 31, 2024, restricted stock award ("RSA") activity under the Plans was as follows:
| 2016 Employee Plan Number of Shares |  | 2015 Director Plan Number of Shares |  | 2022 Employee Plan Number of Shares |  | All Plans Number of Shares
Non-vested restricted stock outstanding at March 31, 2023 | 684,200 |  | 68,629 |  | 0 |  | 752,829
Granted and issued | 12,400 |  | 1,623 |  | 89,742 |  | 103,765
Vested | (76,343) |  | (29,418) |  | (8,332) |  | (114,093)
Forfeited | (14,914) |  | (17,127) |  | (7,334) |  | (39,375)
Non-vested restricted stock outstanding at March 31, 2024 | 605,343 |  | 23,707 |  | 74,076 |  | 703,126
At March 31, 2024 and 2023, there were 703,126 and 752,829, restricted shares subject to restriction and forfeiture outstanding, respectively. During the fiscal years ended March 31, 2024 and 2023, the Company released from restrictions, net of forfeitures, 64,390 and 99,390 restricted shares, respectively. The weighted-average grant date fair value of restricted shares was $14.75 and $21.57 for fiscal years 2024 and 2023, respectively. The total fair value of restricted shares released from restrictions was $1.4 million and $2.4 million for fiscal years 2024 and 2023, respectively. At March 31, 2024 and 2023, there were $3.2 million and $9.1 million of unrecognized compensation costs related to the restricted stock subject to restriction and forfeiture awards, respectively, which is expected to be recognized over the remaining weighted average restriction and forfeiture period of 7 months and 1.6 years for fiscal 2024 and 2023, respectively. Restricted Stock Units The Company first granted restricted stock units ("RSUs") in the year ended March 31, 2024. The fair value assigned to RSUs is the market price of the Company’s stock on the grant date. The vesting period for employees and members of the Board of Directors ranges from one to three years. For the year ended March 31, 2024, RSU activity under the Plans was as follows:
|  | RSUs |  | Weighted-Average Grant Date Fair Value Per RSU
Non-vested RSUs outstanding at March 31, 2023 |  | – |  | $ | – |
Granted |  | 88,880 |  | $ | 12.78 |
Vested and issued |  | – |  | $ | – |
Forfeited |  | (3,800) |  | $ | 13.35 |
Non-vested RSUs outstanding at March 31, 2024 |  | 85,080 |  | $ | 12.75 |
The total grant-date fair value of RSUs granted during the twelve months ended March 31, 2024 and 2023 was $1.1 million and zero, respectively. For the twelve months ended March 31, 2024 and 2023, the Company recorded stock-based compensation related to RSUs of $0.3 million and zero, respectively. At March 31, 2024 and 2023, there were $0.8 million and zero of unrecognized compensation costs related to RSUs subject to restriction and forfeiture awards, respectively, which is expected to be recognized over the remaining weighted average restriction and forfeiture period of 2.3 years and 0 years for fiscal 2024 and 2023, respectively. Performance Stock Units The Company first granted performance stock units ("PSUs") in the year ended March 31, 2024. The fair value assigned to PSUs is determined using the market price of the Company’s stock on the grant date for awards with a performance condition, and by using a Monte Carlo simulation for awards with a market condition. Existing PSUs with a performance condition vest over one year. Existing PSUs with a market condition vest over three years. Stock-based compensation costs associated with PSUs with a performance condition are re-assessed each reporting period based upon the estimated performance attainment on the reporting date until the performance conditions are met. The ultimate number of shares of common stock that are issued to an employee is the result of the actual performance of the Company at the end of the performance period compared to the performance targets and generally ranges from 0% to 200% of the initial PSU grant. For the year ended March 31, 2024, PSU activity under the Plans was as follows:
|  | PSUs |  | Weighted-Average Grant Date Fair Value Per PSU
Non-vested PSUs outstanding at March 31, 2023 |  | – |  | $ | – |
Granted |  | 12,000 |  | $ | 10.48 |
Vested and issued |  | – |  | $ | – |
Forfeited |  | – |  | $ | – |
Performance adjustment |  | – |  | $ | – |
Non-vested RSUs outstanding at March 31, 2024 |  | 12,000 |  | $ | 10.48 |
The total grant-date fair value of PSUs granted during the twelve months ended March 31, 2024 and 2023 was $126 thousand and zero, respectively. For the twelve months ended March 31, 2024 and 2023, the Company recorded stock-based compensation related to PSUs of $64 thousand and zero, respectively. At March 31, 2024 and 2023, there were $62 thousand and zero of unrecognized compensation costs related to PSUs subject to restriction and forfeiture awards, respectively, which is expected to be recognized over the remaining weighted average restriction and forfeiture period of 1.6 years and 0 years for fiscal 2024 and 2023, respectively

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