Stock-based compensation — Stock-based compensation includes restricted stock unit grants, performance-based restricted stock unit grants, stock option grants and other transactions under the Company’s equity plans. Total stock-based compensation expense is included as a component of compensation and benefits on the consolidated statements of operations and was approximately $1.7 million, $1.2 million and $3.3 million for fiscal years 2021, 2020 and 2019, respectively.

On June 4, 2013, the Company adopted the Kirkland’s, Inc. Amended and Restated 2002 Equity Incentive Plan (the “2002 Plan”), replacing the plan adopted in July 2002. The 2002 Plan provides for the award of restricted stock,

restricted stock units (“RSUs”), performance based awards, incentive stock options, non-qualified stock options and stock appreciation rights with respect to shares of the Company’s common stock to employees, directors, consultants and other individuals who perform services for the Company. The 2002 Plan is authorized to provide awards for up to a maximum of 4,500,000 shares of common stock.

As of January 29, 2022, options to purchase 85,079 shares of common stock were outstanding under the 2002 Plan at exercise prices ranging from $7.14 to $25.52 per share. As of January 29, 2022, there were 926,913 RSUs outstanding under the 2002 Plan with fair value grant prices ranging from $0.82 to $24.68 per share. The number of shares reserved for future stock-based grants under the 2002 Plan was 1,463,106 at January 29, 2022.

Restricted stock units — The Company grants restricted stock units for a fixed number of shares to various employees and directors. The restriction is removed when the shares vest and shares of common stock are given to the employee or director. The RSUs granted to directors become 100% vested on the first anniversary of the grant date. The RSUs granted to employees prior to fiscal 2020 typically vest 25% annually on the anniversary of the grant date over four years. The RSUs granted to employees in fiscal 2020 vest 100% on the second anniversary of the grant date. The RSUs granted to employees in fiscal 2021 vest 33% annually on the anniversary of the grant date over three years. The fair values of the RSUs are equal to the closing price of the Company’s common stock on the date of the grant. Compensation expense related to RSUs is recognized ratably over the requisite service period. As of January 29, 2022, there was approximately $2.4 million of unrecognized compensation expense related to RSUs, which is expected to be recognized over a weighted average period of 1.0 years.

	Shares			Weighted Average Grant Date Fair Value
Non-Vested at January 30, 2021		1,169,403		$	1.63
Granted		152,815			24.23
Vested		(120,468	)		4.19
Forfeited		(274,837	)		3.09
Non-Vested at January 29, 2022		926,913		$	4.60

Other information related to RSU activity during fiscal 2021, 2020 and 2019 is as follows:

	52 Weeks Ended January 29, 2022		52 Weeks Ended January 30, 2021		52 Weeks Ended February 1, 2020
Weighted average grant date fair value of RSUs (per share)	$	24.23	$	0.92	$	4.32
Total fair value of restricted stock units vested (in thousands)	$	2,846	$	638	$	465

Performance-based restricted stock units — During fiscal 2021, the Company granted 51,892 performance-based restricted stock units (“PSUs”) with a weighted average grant date fair value of $26.72 per share, that are subject to the achievement of specified performance goals over a specified performance period. The performance metrics for the PSUs are EBITDA compared to budgeted EBITDA and a relative shareholder return modifier. The number of PSUs granted represent the shares that could have been achieved had the target-level of achievement been met for the applicable performance metrics. The actual number of shares issued under the PSU awards was determined by the level of achievement of the performance goals and the total shareholder return modifier. During fiscal 2021, the Company did not record compensation expense related to the PSUs, as the performance metric based on EBITDA for fiscal 2021 was not achieved and, as such, no shares were issued with respect to these PSUs.

The Company allows for the settlement of vested stock options on a net share basis (“net share settled stock options”) or on a gross basis with the holder providing cash to cover the option exercise price and the minimum statutory tax withholdings. With net share settled stock options, the employee does not surrender any cash or shares upon exercise. Rather, the Company withholds the number of shares to cover the option exercise price and the minimum statutory tax withholding obligations from the shares that would otherwise be issued upon exercise. The settlement of vested stock options on a net share basis results in fewer shares issued by the Company. Options issued to employees under the 2002 Plan have maximum contractual terms of 10 years and generally vest annually over four years.

Stock option activity for the fiscal year ended January 29, 2022 was as follows:

	Number of Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (in years)		Aggregate Intrinsic Value (in thousands)
Balance at January 30, 2021		173,518		$	9.99
Options exercised		(49,454	)		7.62
Options forfeited		(38,985	)		1.90
Balance at January 29, 2022		85,079		$	15.08		3.9	$	272
Options Exercisable As of:
January 29, 2022		67,047		$	16.89		3.1	$	141

The aggregate intrinsic values in the table above represent the total difference between the Company’s closing stock price at year-end and the option exercise price, multiplied by the number of in-the-money options at fiscal year-end. As of January 29, 2022, there were 54,829 outstanding in-the-money options. The fair value of each option is recorded as compensation expense on a straight-line basis over the applicable vesting period. At January 29, 2022, unrecognized stock compensation expense related to the unvested portion of outstanding stock options was approximately $38,000, which is expected to be recognized over a weighted average period of 0.5 years.

In fiscal 2019, the Company entered into stock option cancellation agreements with certain members of its management team pursuant to which such individuals surrendered and canceled certain previously granted stock options in order to make additional shares available under the Company’s 2002 Plan for future equity awards. The surrender and cancellation of the stock options was a settlement for no consideration, and the Company recorded the previously unrecognized compensation cost related to the canceled stock options of approximately $861,000 during fiscal 2019. The canceled options that were surrendered had exercise prices that ranged from $7.14 to $25.52.

Other information related to option activity during fiscal 2021, 2020 and 2019 is as follows:

	52 Weeks Ended January 29, 2022		52 Weeks Ended January 30, 2021		52 Weeks Ended February 1, 2020
Weighted average grant date fair value of options granted (per share)	$	—	$	—	$	3.28
Total fair value of stock options vested (in thousands)	$	84	$	119	$	543
Intrinsic value of stock options exercised (in thousands)	$	945	$	538	$	—

The Company has estimated the fair value of all stock option awards as of the date of the grant by applying the Black-Scholes option pricing model. The application of this valuation model involves assumptions that are judgmental and highly subjective in the determination of compensation expense. The Company did not grant any stock options in fiscal 2021 or 2020. The weighted averages for key assumptions used in determining the fair value of options granted for the periods indicated below and a summary of the methodology applied to develop each assumption are as follows:

	52 Weeks Ended January 29, 2022	52 Weeks Ended January 30, 2021	52 Weeks Ended February 1, 2020
Expected price volatility	— %	— %		53	%
Risk-free interest rate	— %	— %		2.24	%
Expected life	— years	— years	6.3 years
Dividend yield	— %	— %		0	%

Expected price volatility — The expected price volatility is a measure of the amount by which the stock price has fluctuated or is expected to fluctuate. The Company uses actual historical changes in the market value of its stock

to calculate the volatility assumption as it is management’s belief that this is the best indicator of future volatility. The Company calculates daily market value changes using the historical volatility of returns for the six years prior to the grant. An increase in the expected volatility will increase compensation expense.

Risk-free interest rate — The risk-free interest rate is the U.S. Treasury rate for the week of the grant having a term equal to the expected life of the option. An increase in the risk-free interest rate will increase compensation expense.

Expected life — The expected life is the period of time over which the options granted are expected to remain outstanding. The Company uses the “simplified” method found in the Securities and Exchange Commission’s Staff Accounting Bulletin No. 107 to estimate the expected life of stock option grants. Options granted have a maximum term of 10 years. An increase in the expected life will increase compensation expense.

Forfeiture rate — The forfeiture rate is the percentage of options granted that were forfeited or canceled before becoming fully vested. The Company accounts for forfeitures of share-based awards as they occur. An increase in the forfeiture rate will decrease compensation expense.

Employee stock purchase plan — In July 2002, the Company adopted an Employee Stock Purchase Plan (“ESPP”), which was amended in 2006, 2008 and 2016. Under the ESPP, full-time employees who have completed twelve consecutive months of service are allowed to purchase shares of the Company’s common stock, subject to certain limitations, through payroll deduction, at a 15% discount from fair market value. During fiscal 2021, no shares of common stock were issued to participants under the ESPP, while in fiscal 2020 and 2019, there were 34,999 and 104,160 shares of common stock, respectively, issued to participants under the ESPP. During fiscal 2020, the Company suspended the ESPP, and during fiscal 2021 the ESPP was terminated.