Our current shareholder approved stock-based compensation plan is the BJ’s Restaurants, Inc. Equity Incentive Plan, (as amended from time to time, “the Plan”). Under the Plan, we may issue shares of our common stock to team members, officers, directors and consultants. We have historically granted incentive stock options, non-qualified stock options, restricted stock and performance and time-based restricted stock units. Stock options are charged against the Plan share reserve on the basis of one share for each share of common stock issuable upon exercise of options granted. All options granted under the Plan expire within 10 years of their date of grant. Grants of restricted stock, RSUs, performance shares and performance units, if any, are currently charged against the Plan share reserve on the basis of 1.5 shares for each share granted. The Plan also contains other limits on the terms of incentive grants such as the maximum number that can be granted to a team member during any fiscal year.

Under the Plan, we issue time-based and performance-based RSUs and non-qualified stock options to senior vice presidents and above on an annual basis. We issue time-based RSUs and or non-qualified stock options to vice presidents on an annual basis. New hires are given the option between receiving their full grant as a time-based RSU or split evenly between non-qualified stock options and time-based RSUs. We issue time-based RSUs to other select support team members, and we issue time-based RSUs to non-employee members of our Board of Directors. We also issue time-based RSUs in connection with the BJ’s Gold Standard Stock Ownership Program (the “GSSOP”), a long-term equity incentive program for our restaurant general managers, executive kitchen managers, directors of operations and directors of kitchen operations. All GSSOP participants are required to remain in good standing during their vesting period.

The Plan permits our Board of Directors to set the vesting terms and exercise period for awards at their discretion; however, the grant of awards with no minimum vesting period or a vesting period less than one year may not exceed 5% of the total number of shares authorized under the Plan. Stock options and time-based RSUs vest ratably over one, three or five years for non-GSSOP participants and either cliff vest at five years or cliff vest at 33% on the third anniversary and 67% on the fifth anniversary for GSSOP participants. Performance-based RSUs cliff vest on the third anniversary of the grant date in an amount from 0% to 150% of the grant quantity, dependent on the level of performance target achievement.

On January 15, 2021, our Board of Directors approved special fully-vested restricted stock grants, in lieu of cash bonuses to Restaurant Support Center team members at the Vice President and Director levels. These grants were in amounts designed to approximate a portion of their potential incentive compensation, which was approximately $0.5 million.

The following table presents the stock-based compensation recognized within our consolidated financial statements (in thousands):


	Fiscal Year
	2023		2022		2021
Labor and benefits	$	2,583	$	2,886	$	2,748
General and administrative	$	8,319	$	7,212	$	7,583
Capitalized (1)	$	380	$	326	$	310
Total stock-based compensation	$	11,282	$	10,424	$	10,641

(1) Capitalized stock-based compensation relates to our restaurant development personnel and is included in “Property and equipment, net” on our Consolidated Balance Sheets.

The fair value of each stock option was estimated on the grant date using the Black‑Scholes option-pricing model with the following weighted average assumptions:


	Fiscal Year
	2023			2022			2021
Expected volatility		66.9	%		63.5	%		60.8	%
Risk-free interest rate		3.6	%		1.8	%		0.6	%
Expected option life	5 years			5 years			5 years
Dividend yield		—			—			—
Fair value of options granted	$	18.24		$	17.15		$	23.22

Under our stock-based compensation plan, the exercise price of a stock option is required to equal or exceed the fair value of our common stock at market close on the option grant date or the last trading day prior to the date of grant when grants take place on a day when the market is closed. The following table presents stock option activity:


	Options Outstanding					Options Exercisable
	Shares (in thousands)			Weighted Average Exercise Price		Shares (in thousands)		Weighted Average Exercise Price		Weighted Average Remaining Contractual Life
Outstanding at December 29, 2020		801		$	40.56		503	$	39.91		5.2
Granted		117		$	45.50
Exercised		(129	)	$	37.40
Forfeited		(14	)	$	44.11
Outstanding at December 28, 2021		775		$	41.77		519	$	41.02		5.0
Granted		111		$	31.57
Exercised		—		$	—
Forfeited		(62	)	$	40.71
Outstanding at January 3, 2023		824		$	40.48		601	$	41.57		4.7
Granted		124		$	31.19
Exercised		(28	)	$	29.18
Forfeited		(53	)	$	37.43
Outstanding at January 2, 2024		867		$	39.70		648	$	41.65		4.4

Information relating to significant option groups outstanding as of January 2, 2024, is as follows (shares in thousands):


	Options Outstanding						Options Exercisable
Range of Exercise Prices	Outstanding		Weighted Average Remaining Contractual Life		Weighted Average Exercise Price		Exercisable		Weighted Average Exercise Price
$22.27 – $30.05		17		7.7	$	26.55		7	$	28.04
$31.34 – $31.34		112		9.0	$	31.34		—	$	—
$32.27 – $34.24		87		7.7	$	32.37		32	$	32.53
$34.26 – $35.95		88		3.1	$	35.92		87	$	35.94
$37.10 – $37.10		2		2.9	$	37.10		2	$	37.10
$37.70 – $37.70		126		4.0	$	37.70		126	$	37.70
$38.90 – $38.90		127		6.0	$	38.90		127	$	38.90
$39.33 – $46.91		150		5.3	$	44.76		109	$	44.58
$47.04 – $52.98		73		1.1	$	47.72		73	$	47.72
$53.22 – $53.22		85		5.0	$	53.22		85	$	53.22
$22.27 – $53.22		867		5.4	$	39.70		648	$	41.65

As of January 2, 2024, total unrecognized stock-based compensation expense related to non-vested stock options was approximately $2.0 million, which is expected to be recognized over the next three years.

The following table presents time-based restricted stock unit activity:


	Shares (in thousands)			Weighted Average Fair Value
Outstanding at December 29, 2020		586		$	37.14
Granted		260		$	45.05
Vested or released		(147	)	$	41.96
Forfeited		(80	)	$	36.93
Outstanding at December 28, 2021		619		$	39.35
Granted		368		$	28.44
Vested or released		(165	)	$	40.59
Forfeited		(93	)	$	35.24
Outstanding at January 3, 2023		729		$	34.10
Granted		344		$	28.93
Vested or released		(169	)	$	37.69
Forfeited		(82	)	$	31.62
Outstanding at January 2, 2024		822		$	31.46

The fair value of time-based RSUs is equal to the fair value of our common stock at market close on the date of grant or the last trading day prior to the date of grant when grants take place on a day when the market is closed. The fair value of each time-based RSU is expensed over the vesting period (e.g., one, three or five years). As of January 2, 2024, total unrecognized stock-based compensation expense related to non-vested RSUs was approximately $11.5 million, which is expected to be recognized over the next five years.

The following table presents performance-based restricted stock unit activity:


	Shares (in thousands)			Weighted Average Fair Value
Outstanding at December 29, 2020		109		$	42.39
Granted		46		$	46.91
Vested or released		(35	)	$	37.70
Forfeited		(8	)	$	44.14
Outstanding at December 28, 2021		112		$	45.60
Granted		52		$	32.27
Vested or released		(27	)	$	53.22
Forfeited		(14	)	$	40.06
Outstanding at January 3, 2023		123		$	38.89
Granted		52		$	31.87
Vested or released		(40	)	$	38.90
Forfeited		(7	)	$	35.01
Outstanding at January 2, 2024		128		$	36.24

The fair value of performance-based RSUs is equal to the fair value of our common stock at market close on the date of grant or the last trading day prior to the date of grant when grants take place on a day when the market is closed. The fair value of each performance-based RSU is expensed, based on management’s current estimate of the level that the performance goal will be achieved. As of January 2, 2024, based on the target level of performance, the total unrecognized stock-based compensation

expense related to non-vested performance-based RSUs was approximately $1.5 million, which is expected to be recognized over the next three years.