SHARE-BASED COMPENSATION

The aggregate number of shares of common stock which may be issued under the Company’s 2008 Omnibus Plan ("Plan") is 1,902,077 plus any common stock that becomes available for issuance pursuant to the reusage provision of the Plan. As of June 15, 2013, the number of shares available for issuance under the Plan was 777,741 shares.

Stock Option Awards

A summary of stock option activity under this Plan is as follows:



Stock Options	Number of Options Outstanding		Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value as of Date Listed (in thousands)
Options outstanding at December 29, 2012	629,048		$	10.76	5.40	$	2,607
Exercised	(7,192	)	10.59
Options outstanding at June 15, 2013	621,856		$	10.76	4.94	$	2,564



Stock Options	Number of Options		Weighted Average Grant-Date Fair Value Per Option
Nonvested stock options at December 29, 2012	39,403		$	3.24
Less: Shares vested during period	(39,403	)	3.24
Nonvested stock options at June 15, 2013	—		$	—

The Company estimates the fair value of stock options granted using the Black-Scholes-Merton option-pricing model. This fair value is then amortized on a straight-line basis over the requisite service periods of the awards, which is generally the vesting period.

On March 25, 2013, stock options issued on March 25, 2009 became fully vested. These options had vested equally over four years beginning on the first anniversary following the grant date. In the first half of both fiscal 2013 and 2012, less than $0.1 million was recorded as expense related to these stock options.

Restricted Stock Compensation/Awards

Annually, the Company grants restricted shares to its Board of Directors. The shares become fully vested one year from their grant date. The fair value of each restricted stock grant is based on the closing price of the Company's stock on the date of grant. The Company amortizes the expense over the service period, which is the fiscal year in which the award is granted. On May 3, 2013, the Company granted 18,666 restricted shares for service in fiscal 2013. Expense related to the Board of Directors' restricted stock in the first half of fiscal 2013 and 2012 was $0.1 million and $0.1 million, respectively. As of June 15, 2013, there was $0.2 million unrecognized expense associated with these awards, which will be recorded throughout fiscal 2013. On May 4, 2013 11,493 shares granted to the Board for service in fiscal 2012 vested.

In March 2011, the Company granted 92,909 restricted shares to certain members of management under the Company's 2010 Long Term Incentive Plan (LTIP). These restricted shares are subject to a graded vesting schedule over a three year period starting January 1, 2012. In October 2011, the Company granted 12,783 restricted shares based on the completion of the front part of the used oil re-refinery. As of June 15, 2013 and December 29, 2012, there was approximately $0.2 million and $0.4 million of unrecognized compensation expense related to these awards, respectively. The Company continues to record compensation expense through the vesting period of these awards. In the first half of fiscal 2013 and 2012, the Company recorded expense of approximately $0.2 million and $0.2 million related to these awards, respectively.

In February 2012, the Company granted 59,502 restricted shares to certain members of management under the Company's 2011 Long Term Incentive Plan (LTIP). These restricted shares are subject to a graded vesting schedule over a three year period starting January 1, 2013. There was approximately $0.5 million and $0.7 million of unrecognized compensation expense remaining related to these awards as of June 15, 2013 and December 29, 2012 respectively. In the first halves of fiscal 2013 and 2012, $0.2 million and $0.1 million of compensation expense was recorded related to these awards, respectively.

On February 7, 2013, the Company granted 10,000 restricted shares to a member of management based on the performance of the individual in fiscal 2012 and having met certain goals. The restricted shares are subject to a graded vesting schedule over a three year period. Based on the relevant guidance, the Company determined that the service inception date was prior to the grant date, and therefore the Company began accruing compensation expense related to these awards in fiscal 2012. There was approximately $0.1 million of unrecognized compensation expense remaining related to this award as of June 15, 2013 and December 29, 2012. In each of the first halves of fiscal 2013 and 2012, less than $0.1 million and $0.1 million of compensation expense was recorded related to this award, respectively.

In February 2013, as part of management's annual compensation for fiscal 2013, the Company approved a plan to grant certain members of management restricted shares in the future based on the Company's performance in fiscal 2013. Based on the relevant guidance, the Company determined that the service inception date for these awards was prior to the grant date and therefore began accruing compensation expense in fiscal 2013, based on the Company's assessment as to the probability that the performance criteria would be achieved. As such, there was approximately $1.6 million in unrecognized compensation expense remaining related to these awards as of June 15, 2013. In the first half of fiscal 2013, $0.2 million of compensation expense was recorded related to these awards.

The following table summarizes information about restricted stock awards for the period ended June 15, 2013:



Restricted Stock (Nonvested Shares)	Number of Shares		Weighted Average Grant-Date Fair Value Per Share
Nonvested shares outstanding at December 29, 2012	141,269		$	17.11
Granted	28,666		15.26
Vested	(69,782	)	16.55
Nonvested shares outstanding at June 15, 2013	100,153		$	16.97

Performance Restricted Stock Awards

In February 2007, the Company granted to certain key employees in one of the Company’s operating divisions 55,000 restricted stock awards. On May 17, 2013, the final 11,000 shares vested. In each of the first halves of fiscal years 2013 and 2012, less than $0.1 million was recorded as expense related to these awards.

Employee Stock Purchase Plan

As of June 15, 2013, the Company had reserved 53,234 shares of common stock available for purchase under the Employee Stock Purchase Plan of 2008. In the first half of fiscal 2013, employees purchased 15,323 shares of the Company’s common stock with a weighted average fair market value of $15.48 per share.