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SHARE-BASED COMPENSATION

9 Months Ended

Oct. 31, 2020

Note 12 Share-Based Compensation

The Company recognized share-based compensation expense of $2.5 million and $2.4 million during the thirteen weeks and $6.9 million and $8.9 million during the thirty-nine weeks ended October 31, 2020 and November 2, 2019, respectively.

The Company had net issuances (repurchases) of 32,018 and (69,377) shares of common stock during the thirteen weeks ended October 31, 2020 and November 2, 2019, respectively, for restricted stock grants, stock performance awards issued to employees, stock options exercised and common and restricted stock grants issued to non-employee directors, net of forfeitures and shares withheld to satisfy the tax withholding requirement. During the thirty-nine weeks ended October 31, 2020 and November 2, 2019, the Company issued 449,539 and 295,466 shares of common stock, respectively, related to the share-based plans.

Restricted Stock

The following table summarizes restricted stock activity for the periods ended October 31, 2020 and November 2, 2019:

Thirteen Weeks Ended

October 31, 2020

November 2, 2019

Weighted-

Total Number

Average

Total Number

Average

of Restricted

Grant Date

of Restricted

Grant Date

Fair Value

August 1, 2020

1,360,602

17.81

August 3, 2019

1,433,470

27.09

Granted

35,000

9.73

Granted

11,000

22.44

Forfeited

(875)

14.51

Forfeited

(78,000)

30.75

Vested

(6,500)

25.18

Vested

(10,000)

32.85

October 31, 2020

1,388,227

17.57

November 2, 2019

1,356,470

26.80

Thirty-Nine Weeks Ended

October 31, 2020

November 2, 2019

Weighted-

Total Number

Average

Total Number

Average

of Restricted

Grant Date

of Restricted

Grant Date

Fair Value

February 1, 2020

1,271,795

26.77

February 2, 2019

1,249,223

29.17

Granted

598,431

6.14

Granted

461,234

22.94

Forfeited

(68,787)

23.11

Forfeited

(135,425)

29.91

Vested

(413,212)

28.23

Vested

(218,562)

30.25

October 31, 2020

1,388,227

17.57

November 2, 2019

1,356,470

26.80

All of the restricted shares granted during the thirteen weeks ended October 31, 2020 have a graded-vesting term of three years. Of the 598,431 restricted shares granted during the thirty-nine weeks ended October 31, 2020, 585,683 shares have a graded-vesting term of three years and 12,748 shares have a cliff-vesting term of one year. All of the restricted shares granted during the thirteen weeks ended November 2, 2019 have a graded-vesting term of three years. Of the 461,234 restricted shares granted during the thirty-nine weeks ended November 2, 2019, 448,320 shares have a graded-vesting term of three years and 12,914 shares have a cliff-vesting term of one year. Share-based compensation expense for graded-vesting grants is recognized ratably over the respective vesting periods.

Performance Share Awards

During the thirteen and thirty-nine weeks ended October 31, 2020, the Company granted performance share awards for a targeted 87,750 shares, with a weighted-average grant date fair value of $7.47. During the thirty-nine weeks ended November 2, 2019, the Company granted performance share awards for a targeted 180,000 shares, with a weighted-average grant date fair value of $23.42. There were no performance-based share awards granted by the Company during the thirteen weeks ended November 2, 2019. Vesting of performance-based awards is generally dependent upon the financial performance of the Company and the attainment of certain financial goals during the three-year period following the grant. Vesting of performance-based awards for the performance share award granted during the thirteen weeks ended October 31, 2020 is dependent upon the attainment of certain financial goals during the second half of 2020. At the end of the vesting period, the employee will have earned an amount of shares or units between 0% and 200% of the targeted award, depending on the

achievement of the specified financial goals for the service period. Compensation expense is recognized based on the fair value of the award and the anticipated number of shares or units to be awarded for each tranche in accordance with the vesting schedule of the units over the three-year service period.

Restricted Stock Units for Non-Employee Directors

Equity-based grants may be made to non-employee directors in the form of restricted stock units ("RSUs") payable in cash or common stock at no cost to the non-employee director. The RSUs earn dividend equivalents at the same rate as dividends on the Company’s common stock. The dividend equivalents, which vest immediately, are automatically re-invested in additional RSUs. Expense related to the initial grant of RSUs is recognized ratably over the vesting period based upon the fair value of the RSUs. The RSUs payable in cash are remeasured at the end of each period. Expense for the dividend equivalents is recognized at fair value when the dividend equivalents are granted. The Company granted 3,618 and 1,350 to non-employee directors for dividend equivalents, during the thirteen weeks ended October 31, 2020 and November 2, 2019, respectively, with weighted-average grant date fair values of $9.78 and $23.27, respectively. The Company granted 118,150 and 55,679 RSUs to non-employee directors, including 16,166 and 4,023 for dividend equivalents, during the thirty-nine weeks ended October 31, 2020 and November 2, 2019, respectively, with weighted-average grant date fair values of $10.01 and $19.59, respectively.