Note C - Shareholders' Equity |
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Disclosure of Compensation Related Costs, Share-based Payments [Text Block] |
NOTE C – SHAREHOLDERS’ EQUITY The Company is authorized to issue 50,000,000 shares of common stock at $.01 par value and 5,000,000 undesignated shares. From the undesignated shares, 500,000 shares have been designated as Series B Junior Participating Preferred Shares and none may, by resolution, establish from the remaining undesignated shares different classes or series of shares and may fix the relative rights and preferences of shares in any class or series.Stock-Based Compensation: The Company’s stock-based compensation plans are administered by the Compensation Committee of the Board of Directors, which selects persons to receive awards and determines the number of shares subject to each award and the terms, conditions, performance measures and other provisions of the award.The Company currently has one equity compensation plan, the 2007 Stock Compensation Plan, from which it grants equity awards that are used as an incentive for directors, officers, and other employees. The Company’s Stock Option Plan for Non-Employee Directors was terminated in February of 2010 and 67,500 authorized but unissued shares became unavailable for awards because of the termination. The 2007 Stock Compensation Plan has 1,103,657 shares available for issue as of September 30, 2017. As of September 30, 2017,
$5,208,269 of total unrecognized compensation expense related to non-vested awards is expected to be recognized over a period of approximately 7.1 years. The Company recorded related compensation expense for the years ended September 30, 2017,
2016, and 2015 of $2,319,975, $1,404,899, and $1,074,727, respectively. For the year ended September 30, 2017,
$2,103,621 of this expense was included in selling, general and administrative expense and $216,354 was included in cost of sales. For the year ended September 30, 2016,
$1,272,656 of this expense was included in selling, general and administrative expense and $132,243 was included in cost of sales. For the year ended September 30, 2015, all of this expense was included in selling, general and administrative expense.Stock Options: The Company uses the Black-Scholes option-pricing model to estimate fair value of stock-based awards. The Company did not September 30, 2017,
2016, and 2015.
Options are generally granted at fair market values determined on the date of grant and vesting normally occurs over a three to five -year period. The maximum contractual term is normally six years. However, options granted to directors have a one year vesting period and a six year contractual term. Shares issued upon exercise of a stock option are issued form the Company’s authorized but unissued shares. There were no September 30, 2017 and 2016, respectively. For the year ended September 30, 2017, there were 10,500 stock options that were exercised using a cashless method of exercise. For the year ended September 30, 2016, there were 152,484 stock options that were exercised using a cashless method of exercise. The intrinsic value of options exercised during the years ended September 30, 2017 and 2016 was $237,172 and $2,644,220, respectively. The intrinsic value of options exercisable as of September 30, 2017 is $421,237.
Option transactions under the 2007 Stock Compensation Plan during the years ended September 30, 2017 and 2016 are summarized as follows:
The following table summarizes information concerning options exercisable under the 2007 Stock Compensation Plan:
The following table summarizes information concerning options currently outstanding at:
Restricted Stock: The Company’s 2007 Stock Compensation Plan permits our Compensation Committee to grant other stock-based awards. The Company awards restricted stock grants to employees that vest over one to ten years.Restricted stock transactions during the years ended September 30, 2017 and 2016 are summarized as follows:
The Company repurchased a total of 75,445 shares of our common stock at an average price of $12.63 in connection with payment of taxes upon the vesting of restricted stock previously issued to employees for the year ended September 30, 2017. The Company repurchased a total of 19,072 shares of our common stock at an average price of $17.97 in connection with payment of taxes upon the vesting of restricted stock previously issued to employees for the year ended September 30, 2016.
Employee Stock Purchase Plan: The Clearfield, Inc. 2010 Employee Stock Purchase Plan (“ESPP”) allows participating employees to purchase shares of the Company’s common stock at a discount through payroll deductions. The ESPP is available to all employees subject to certain eligibility requirements. Terms of the ESPP provide that participating employees may purchase the Company’s common stock on a voluntary after tax basis. Employees may purchase the Company’s common stock at a price that is no less than the lower of 85% of the fair market value of one share of common stock at the beginning or end of each stock purchase period or phase. The ESPP is carried out in six -month phases, with phases beginning on July 1 and January 1 of each calendar year. For the phases that ended on December 31, 2016 and June 30, 2017, employees purchased 11,144 and 14,723 shares, respectively, at a price of $15.21 and $11.22 per share, respectively. For the phases that ended on December 31, 2015 and June 30, 2016, employees purchased 10,352 and 11,966 shares, respectively, at a price of $11.40 September 30, 2017, the Company has withheld approximately $73,542 from employees participating in the phase that began on July 1, 2017. After the employee purchase on June 30, 2017,
117,255 shares of common stock were available for future purchase under the ESPP. |