Stockholders' Equity

12 Months Ended

Mar. 30, 2019

Stockholders' Equity Note [Abstract]

Stockholders' Equity

15.          Stockholders’ Equity

Long-Term Equity Incentive Plans

2005 Long-Term Incentive Plan

The 2005 Long-Term Incentive Plan provides for grants of stock options, stock appreciation rights, restricted stock and performance awards. Directors, officers and other employees and persons who engage in services for the Company are eligible for grants under the Plan. The purpose of the Plan is to provide these individuals with incentives to maximize stockholder value and otherwise contribute to the Company’s success and to enable the Company to attract, retain and reward the best available persons for positions of responsibility.

1,139,170 shares of common stock were authorized for issuance under the Plan, subject to adjustment in the event of a reorganization, stock split, merger or similar change in the Company’s corporate structure or in the outstanding shares of common stock. An amendment to increase the number of shares available for issuance under the 2005 Long-Term Incentive Plan from 1,139,170 to 1,639,170 was approved by shareholder vote in September 2006. A further amendment to increase the number of shares available for issuance under the 2005 Long-Term Incentive Plan from 1,639,170 to 2,239,170 was approved by shareholder vote in September 2007. A further amendment to increase the number of shares available for issuance under the 2005 Long-Term Incentive Plan from 2,239,170 to 2,939,170 was approved by shareholder vote in September, 2010. The 2005 Stock Option Plan has been terminated and no additional stock options or restricted stock will be granted pursuant to the Plan. The Company’s Board also has the authority to administer the Plan and to take all actions that the Compensation Committee is otherwise authorized to take under the Plan. The terms and conditions of each award made under the Plan, including vesting requirements, is set forth consistent with the Plan in a written agreement with the grantee.

2013 Long-Term Incentive Plan

The 2013 Long-Term Incentive Plan provides for grants of stock options, stock appreciation rights, restricted stock and performance awards. The purpose of the Plan is to provide our directors, officers and other employees and persons who engage in services for us with incentives to maximize stockholder value and otherwise contribute to our success and to enable us to attract, retain and reward the best available persons for positions of responsibility.

1,500,000 shares of common stock were authorized for issuance under the Plan, subject to adjustment in the event of a reorganization, stock split, merger or similar change in the Company’s corporate structure or in the outstanding shares of common stock. The Company may grant shares of restricted stock to its employees and directors in the future under the Plan. The Company’s Compensation Committee will administer the Plan. The Company’s Board also has the authority to administer the Plan and to take all actions that the Compensation Committee is otherwise authorized to take under the Plan. The terms and conditions of each award made under the Plan, including vesting requirements, is set forth consistent with the Plan in a written agreement with the grantee.

2017 Long-Term Incentive Plan

The 2017 Long-Term Incentive Plan provides for grants of stock options, stock appreciation rights, restricted stock and performance awards. Directors, officers and other employees and persons who engage in services for the Company are eligible for grants under the Plan. The purpose of the Plan is to provide these individuals with incentives to maximize stockholder value and otherwise contribute to the Company’s success and to enable the Company to attract, retain and reward the best available persons for positions of responsibility.

1,500,000 shares of common stock were authorized for issuance under the Plan, subject to adjustment in the event of a reorganization, stock split, merger or similar change in the Company’s corporate structure or in the outstanding shares of common stock. The Company may grant shares of restricted stock to its employees and directors in the future under the Plan. The Company’s Compensation Committee will administer the Plan. The Company’s Board also has the authority to administer the Plan and to take all actions that the Compensation Committee is otherwise authorized to take under the Plan. The terms and conditions of each award made under the Plan, including vesting requirements, is set forth consistent with the Plan in a written agreement with the grantee.

Stock Options. Under the 2013 and 2017 Long-Term Incentive Plans, the Compensation Committee or the Board may approve the award of grants of incentive stock options and other non-qualified stock options. The Compensation Committee also has the authority to approve the grant of options that will become fully vested and exercisable automatically upon a change in control. The Compensation Committee may not, however, approve an award to any one person in any calendar year for options to purchase common stock equal to more than 10% of the total number of shares authorized under the Plan, and it may not approve an award of incentive options first exercisable in any calendar year whose underlying shares have a fair market value greater than $100 determined at the time of grant. The Compensation Committee will approve the exercise price and term of any option in its discretion; however, the exercise price may not be less than 100% of the fair market value of a share of common stock on the date of grant. Under the 2005 Long-Term Incentive Plan, any incentive stock option must be exercised within 10 years of the date of grant. Under the 2013 Long-Term Incentive Plan, any incentive stock option must be exercised within 7 years of the date of grant. Under the 2017 Long-Term Incentive Plan, any incentive stock option must be exercised within 7 years of the date of grant. Under all three Plans, the exercise price of an incentive option awarded to a person who owns stock constituting more than 10% of the Company’s voting power may not be less than 110% of such fair market value on such date and the option must be exercised within five years of the date of grant. As of March 30, 2019, there were outstanding options to purchase 30,200 shares of common stock granted under the 2005 Long-Term Incentive Plan, all of which were exercisable. There were 515,100 outstanding options to purchase shares of common stock granted under the 2013 Long-Term Incentive Plan, 107,562 of which were exercisable. There were 197,840 outstanding options to purchase shares of common stock granted under the 2017 Long-Term Incentive Plan, none of which were exercisable.

Restricted Stock. Under the 2013 and 2017 Long-Term Incentive Plans, the Compensation Committee may approve the award of restricted stock subject to the conditions and restrictions, and for the duration that it determines in its discretion. Under the 2017 Long-Term Incentive Plan, the number of shares that may be used for restricted stock or restricted unit grants under the Plan may not exceed fifty percent (50%) of the total authorized number of Shares pursuant to the Plan. As of March 30, 2019, there were 271,876 and 46,005 shares of restricted stock outstanding under the 2013 and 2017 Long-Term Incentive Plans, respectively. There were no shares of restricted stock outstanding under the 2005 Long-Term Incentive Plan as of March 30, 2019.

Stock Appreciation Rights. The Compensation Committee may approve the grant of stock appreciation rights, or SARs, subject to the terms and conditions contained in the Plan. Under the 2013 and 2017 Long-Term Incentive Plans, the exercise price of a SAR must equal the fair market value of a share of the Company’s common stock on the date the SAR was granted. Upon exercise of a SAR, the grantee will receive an amount in shares of our common stock equal to the difference between the fair market value of a share of common stock on the date of exercise and the exercise price of the SAR, multiplied by the number of shares as to which the SAR is exercised. There were no SARs issued or outstanding under the 2005, 2013 or 2017 Long-Term Incentive Plans as of March 30, 2019.

Performance Awards. The Compensation Committee may approve the grant of performance awards contingent upon achievement by the grantee or by the Company, of set goals and objectives regarding specified performance criteria, over a specified performance cycle. Awards may include specific dollar-value target awards, performance units, the value of which is established at the time of grant, and/or performance shares, the value of which is equal to the fair market value of a share of common stock on the date of grant. The value of a performance award may be fixed or fluctuate on the basis of specified performance criteria. A performance award may be paid out in cash and/or shares of common stock or other securities. There were no performance awards issued or outstanding under the 2005, 2013 or 2017 Long-Term Incentive Plans as of March 30, 2019.

Amendment and Termination of the Plan. The Board may amend or terminate the 2013 and 2017 Long-Term Incentive Plans at its discretion, except that no amendment will become effective without prior approval of the Company’s stockholders if such approval is necessary for continued compliance with the performance-based compensation exception of Section 162(m) of the Internal Revenue Code or any stock exchange listing requirements. The 2005 Long-Term Incentive Plan terminated on the tenth anniversary of its adoption. Subject to the provisions of an Award Agreement, which may be more restrictive, no termination of the Plan shall materially and adversely affect any of the rights or obligations of any person, without his or her written consent, under any grant of options or other incentives theretofore granted under the Plan.

A summary of the status of the Company’s stock options outstanding as of March 30, 2019 and changes during the year then ended is presented below. All cashless exercises of options and warrants are handled through an independent broker.

	Number Of Common Stock Options			Weighted Average Exercise Price		Weighted Average  Contractual Life (Years)		Intrinsic Value
Outstanding, March 31, 2018		937,417		$	76.03		5.2	$	45,151
Awarded		201,315			133.21
Exercised		(352,552	)		66.01
Forfeitures		(43,040	)		84.07
Outstanding, March 30, 2019		743,140		$	95.82		5.3	$	23,301
Exercisable, March 30, 2019		137,762		$	71.07		3.8	$	7,728

The fair value for the Company’s options was estimated at the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions, which are updated to reflect current expectations of the dividend yield, expected life, risk-free interest rate and using historical volatility to project expected volatility:

	Fiscal Year Ended
	March 30, 2019			March 31, 2018			April 1,  2017
Dividend yield		0.00	%		0.00	%		0.00	%
Expected weighted-average life (yrs.)		5.0			5.0			5.0
Risk-free interest rate		2.77	%		2.02	%		1.17	%
Expected volatility		25.16	%		24.17	%		28.45	%

The weighted average fair value per share of options granted was $37.02 in fiscal 2019, $26.73 in fiscal 2018, and $20.58 in fiscal 2017.

The Company recorded $3,725 (net of taxes of $1,119) in compensation in fiscal 2019 related to option awards. As of March 30, 2019, there was $13,597 of unrecognized compensation costs related to options which is expected to be recognized over a weighted average period of 3.5 years. The total fair value of options that vested in fiscal 2019, 2018 and 2017 was $28,006, $27,113 and $19,899, respectively. The total intrinsic value of options exercised in fiscal 2019, 2018 and 2017 was $26,060, $16,002 and $21,188, respectively.

Of the total awards outstanding at March 30, 2019, 734,814 are either fully vested or are expected to vest. These shares have a weighted average exercise price of $95.82, an intrinsic value of $23,040 and a weighted average contractual term of 5.3 years.

A summary of the status of the Company’s restricted stock outstanding as of March 30, 2019 and the changes during the year then ended is presented below.

	Number Of Restricted Stock Shares			Weighted-Average Grant Date Fair Value
Non-vested, March 31, 2018		304,978		$	87.75
Granted		144,020			133.05
Vested		(118,047	)		82.13
Forfeitures		(13,070	)		95.66
Non-vested, March 30, 2019		317,881		$	110.03

The Company recorded $8,645 (net of taxes of $2,598) in compensation in fiscal 2019 related to restricted stock awards. These awards were valued at the fair market value of the Company’s common stock on the date of issuance and are being amortized as expense over the applicable vesting period. Unrecognized expense for restricted stock was $27,652 at March 30, 2019. This cost is expected to be recognized over a weighted average period of approximately 3.0 years.