(16)	Share-Based Compensation Plans

2007 Equity and Performance Incentive Plan

In June 2007, the Company adopted the 2007 Equity and Performance Incentive Plan (“2007 Plan”) and terminated a previous stock incentive plan (“2002 Plan”). The aggregate amount of shares authorized for issuance under the 2007 Plan is 2,399,250 shares of common stock of the Company, plus any shares subject to awards granted under the 2002 Plan which are forfeited, expire or are cancelled after April 24, 2007 (the effective date of the 2007 Plan). This amount represents the amount of shares that remained available for grant under the 2002 Plan as of April 24, 2007. Awards under the 2007 Plan may consist of share option awards (both incentive share option awards and non-qualified share option awards), stock appreciation rights, nonvested share awards, other stock unit awards, performance awards, or dividend equivalents. Any shares that are subject to awards of options or stock appreciation rights shall be counted against this limit (i.e., shares available for grant) as one share for every one share granted, regardless of the number of shares actually delivered pursuant to the awards. Any shares that are subject to awards other than share option awards or stock appreciation rights (including shares delivered on the settlement of dividend equivalents) shall be counted against this limit (i.e., shares available for grant) as 2.5 shares for every one share granted. The aggregate number of shares available under the 2007 Plan and the number of shares subject to outstanding share option awards will be increased or decreased to reflect any changes in the outstanding common stock of the Company by reason of any recapitalization, spin-off, reorganization, reclassification, stock dividend, stock split, reverse stock split, or similar transaction. Share option awards granted under the 2007 Plan generally vest and become exercisable at the rate of 25% per year with a maximum life of ten years. Share option awards, nonvested share awards and nonvested share unit awards provide for accelerated vesting if there is a change in control. The exercise price of the share option awards is equal to the quoted market price of the Company’s common stock on the date of grant.

Amendments and Restatements of 2007 Plan

On June 14, 2011 and June 10, 2016, the Company’s shareholders approved amendments and restatements of the Company’s 2007 Equity and Performance Incentive Plan (the “2011 Amendment and Restatement” and the “2016 Amendment and Restatement,” respectively, and collectively as so amended and restated, the “Amended 2007 Plan”). Neither amendment and restatement resulted in modifications to the Company’s outstanding share-based payment awards.

Generally, following these amendments and restatements, the Amended 2007 Plan reflected these revisions:

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the maximum number of shares of the Company’s common stock that may be issued or subject to awards under the Amended 2007 Plan was increased by 3,250,000 from the number authorized by the 2007 Plan;

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the term of the Amended 2007 Plan was extended through April 19, 2026;

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approved the continuation of the terms of Article X of the Amended 2007 Plan for purposes of Section 162(m) of the Internal Revenue Code; and

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implemented certain technical updates and enhancements.

After giving effect to the 2016 Amendment and Restatement, the aggregate amount of shares authorized for issuance under the Amended 2007 Plan was 3,649,250 shares, plus any shares subject to awards granted under the 2002 Plan which are forfeited, expire or are cancelled after April 24, 2007 (the effective date of the 2007 Plan).

These principal features of the Amended 2007 Plan are not intended to be a complete discussion of all of the terms of the Amended 2007 Plan. Respective copies of the 2011 Amendment and Restatement and the 2016 Amendment and Restatement were filed in Current Reports on Form 8-K in the second quarter of fiscal 2011 and 2016.

In fiscal 2017, the Company granted 191,000 nonvested share awards and 21,000 nonvested share unit awards to directors and certain employees, as defined by ASC 718, Compensation—Stock Compensation, under the Amended 2007 Plan. No share option awards were granted in fiscal 2017. As of December 31, 2017, 2,090,250 shares remained available for future grant and 144,293 share option awards, 377,035 nonvested share awards and 23,250 nonvested share unit awards remained outstanding under the Amended 2007 Plan.

The Company accounts for its share-based compensation in accordance with ASC 718 and recognizes compensation expense on a straight-line basis over the requisite service period, net of estimated forfeitures, using the fair-value method for share option awards, nonvested share awards and nonvested share unit awards granted with service-only conditions. The estimated forfeiture rate considers historical employee turnover rates stratified into employee pools in comparison with an overall employee turnover rate, as well as expectations about the future. The Company periodically revises the estimated forfeiture rate in subsequent periods if actual forfeitures differ from those estimates. Compensation expense recorded under this method for fiscal 2017, 2016 and 2015 was $2.3 million, $2.3 million and $2.2 million, respectively, which reduced operating income and income before income taxes by the same amount. Compensation expense recognized in cost of sales was $0.1 million, $0.1 million and $0.1 million in fiscal 2017, 2016 and 2015, respectively, and compensation expense recognized in selling and administrative expense was $2.2 million, $2.2 million and $2.1 million in fiscal 2017, 2016 and 2015, respectively. The recognized tax benefit related to compensation expense for fiscal 2017, 2016 and 2015 was $0.9 million, $0.9 million and $0.8 million, respectively. Net income for fiscal 2017, 2016 and 2015 was reduced by $1.4 million, $1.4 million and $1.4 million, respectively, or $0.06, $0.06 and $0.06 per basic and diluted share, respectively.

Share Option Awards

The fair value of each share option award on the date of grant was estimated using the Black-Scholes method based on the following weighted-average assumptions:

	Year Ended
	December 31, 2017		January 1, 2017		January 3, 2016
Risk-free interest rate		—		—		1.8	%
Expected term		—		—	5.8 years
Expected volatility		—		—		57.0	%
Expected dividend yield		—		—		2.8	%

The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected term of the option award; the expected term represents the weighted-average period of time that option awards granted are expected to be outstanding giving consideration to vesting schedules and historical participant exercise behavior; the expected volatility is based upon historical volatility of the Company’s common stock; and the expected dividend yield is based upon the Company’s current dividend rate and future expectations.

No share option awards were granted in fiscal 2017 and 2016. The weighted-average grant-date fair value of share option awards granted for fiscal 2015 was $6.02 per share.

A summary of the status of the Company’s share option awards is presented below:

	Shares			Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Life (In Years)		Aggregate Intrinsic Value
Outstanding at January 1, 2017		224,379		$	14.13
Granted		—			—
Exercised		(11,086	)		6.07
Forfeited or Expired		(69,000	)		23.82
Outstanding at December 31, 2017		144,293		$	10.11		3.00	$	159,083
Exercisable at December 31, 2017		130,543		$	9.74		2.56	$	159,083
Vested and Expected to Vest at December 31, 2017		144,256		$	10.11		3.00	$	159,083

The aggregate intrinsic value in the preceding table represents the total pre-tax intrinsic value, based upon the Company’s closing stock price of $7.60 per share as of December 31, 2017, which would have been received by the share option award holders had all share option award holders exercised their share option awards as of that date.

The total intrinsic value of share option awards exercised for fiscal 2017, 2016 and 2015 was approximately $0.1 million, $1.3 million and $0.2 million, respectively. The total cash received from employees as a result of employee share option award exercises for fiscal 2017, 2016 and 2015 was approximately $0.1 million, $1.0 million and $0.1 million, respectively. The value of shares withheld in connection with the exercise of share option awards for fiscal 2016 was approximately $0.1 million. The actual tax benefit realized for the tax deduction from share option award exercises in fiscal 2017, 2016 and 2015 totaled $31,000, $0.5 million and $0.1 million, respectively.

As of December 31, 2017, there was $0.1 million of total unrecognized compensation expense related to nonvested share option awards granted. That expense is expected to be recognized over a weighted-average period of 1.2 years.

Nonvested Share Awards and Nonvested Share Unit Awards

Nonvested share awards and nonvested share unit awards granted by the Company vest for employees from the date of grant in four equal annual installments of 25% per year. Nonvested share awards and nonvested share unit awards granted by the Company to non-employee directors for their service as directors, as defined by ASC 718, vest 100% on the first anniversary of the grant date.

Nonvested share awards are delivered to the recipient upon their vesting. With respect to nonvested share unit awards, vested shares will be delivered to the recipient on the tenth business day of January following the year in which the recipient’s service to the Company is terminated. The total fair value of nonvested share awards which vested during fiscal 2017, 2016 and 2015 was $2.0 million, $1.6 million and $1.7 million, respectively. The total fair value of nonvested share unit awards which vested during fiscal 2017, 2016 and 2015 was $0.3 million, $0.5 million and $0.1 million, respectively.

The following table details the Company’s nonvested share awards activity for fiscal 2017:

	Shares			Weighted- Average Grant- Date Fair Value
Balance at January 1, 2017		355,130		$	12.86
Granted		191,000			14.88
Vested		(137,135	)		13.46
Forfeited		(31,960	)		13.51
Balance at December 31, 2017		377,035		$	13.61

The following table details the Company’s nonvested share unit awards activity for fiscal 2017:

	Units			Weighted- Average Grant- Date Fair Value
Balance at January 1, 2017		27,750		$	9.55
Granted		21,000			13.90
Vested		(25,500	)		10.15
Forfeited		—			—
Balance at December 31, 2017		23,250		$	12.82

The weighted-average grant-date fair value of nonvested share awards and nonvested share unit awards is the quoted market price of the Company’s common stock on the date of grant, as shown in the tables above. The weighted-average grant-date fair value of nonvested share awards granted in fiscal 2017, 2016 and 2015 was $14.88 per share, $11.35 per share and $13.06 per share, respectively. The weighted-average grant-date fair value per share of the Company’s nonvested share unit awards granted in fiscal 2017, 2016 and 2015 was $13.90 per share, $8.87 per share and $14.67 per share, respectively.

As of December 31, 2017, there was $3.5 million and $0.1 million of total unrecognized compensation expense related to nonvested share awards and nonvested share unit awards, respectively. That expense is expected to be recognized over a weighted-average period of approximately 2.3 years and 0.4 years for nonvested share awards and nonvested share unit awards, respectively.

To satisfy employee minimum statutory tax withholding requirements for nonvested share awards that vest, the Company withholds and retires a portion of the vesting common shares, unless an employee elects to pay cash. In fiscal 2017, the Company withheld 54,012 common shares with a total value of $0.8 million. This amount is presented as a cash outflow from financing activities in the accompanying consolidated statements of cash flows.

As of December 31, 2017, dividends accrued but not paid related to nonvested share awards were $0.2 million.