(

)

Subsequent Events

May 6, 2019,

the Company’s Board of Directors declared a quarterly dividend of

$0.27

per share on its common stock. The

$5.6

million dividend was paid on

May 24, 2019,

to shareholders of record at the close of business on

May 17, 2019.

Based on the recommendation of the Compensation Committee of the Board of Directors (Committee) and the approval of the Board of Directors (“Board”), the Company amended the existing Executive Employment Agreement of Menderes Akdag, the Company’s President and Chief Executive Officer. On

May 13, 2019,

Amendment

No.

to the Executive Employment Agreement was entered into with Mr. Akdag (“Agreement”). Mr. Akdag’s Agreement was set to expire on

May 13, 2019

pursuant to Amendment

No.

to the Agreement. The Committee worked with a nationally recognized compensation consulting firm to ensure executive pay to the Chief Executive Officer of the Company was consistent with a selected peer group and contained appropriate performance bench marks.

The Agreement amends certain provisions of the Executive Employment Agreement as follows: the term of the Executive Employment Agreement is extended until the earlier of (i) the date of the Company’s

2020

Annual Stockholders Meeting, or (ii)

August 1, 2020;

and Mr. Akdag’s salary will remain

$600,000

per year throughout the term of the Agreement subject to a percentage increase adjustment, if any, commencing on the pay period ending on

May 17, 2019,

based on pre-determined individual and corporate performance goals and objectives for fiscal

2019

approved by the Board.

According to the Agreement, on

July 26, 2019

Mr. Akdag will also be granted

40,000

restricted shares of the Company’s common stock to vest on

July 26, 2020,

and the Company will pay Mr. Akdag an additional amount (“Gross-Up Payment”) to cover Mr. Akdag’s withholding taxes which are required to be paid as a result of the issuance of the restricted shares. The Gross-Up Payment method used to determine Mr. Akdag’s withholding amount will be the same method the Company currently utilizes for the gross-up payment calculation for other employees of the Company as approved by the Board of Directors, which currently is approved for up to

28.2%

(based on the current IRS withholding guidelines according to IRS guidelines of

22%

) for employees. Future issuances of restricted shares will be based on pre-determined individual and corporate performance goals and objectives approved by the Board.

In addition, as compensation for an approximate

four

month delay from the expiration date of Amendment

to the Executive Employment Agreement to

July 26, 2019,

in addition to Mr. Akdag receiving a salary in accordance with his previous annual rate of

$600,000,

Mr. Akdag will also receive a

one

-time payment of

$10,800

in full satisfaction of any lost amounts in earned dividends for restricted shares that would have been issued to Mr. Akdag on

March 16, 2019

in connection with his compensation following the expiration date of Amendment

to the Executive Employment Agreement.

The Agreement also provides that in the event that a Change in Control (as defined in the Executive Employment Agreement) of the Company shall occur at any time, Mr. Akdag shall have the right to terminate his employment under the Executive Employment Agreement upon

thirty

(

) days written notice given at any time within

one

(

) year after the occurrence of such event, and upon such termination, Mr. Akdag shall be entitled to a

one

-time payment of

two

times his salary as of the date of such termination.

Subsequent to

March 31, 2019,

the Company repurchased approximately

450,000

of its own shares for approximately

$8.6

million, averaging approximately

$19.08

per share.