Share-Based Compensation

12 Months Ended

Dec. 27, 2024

Share-Based Payment Arrangement [Abstract]


Note 9 – Share-Based Compensation

2016 Plan

In December 30, 2016, we adopted the 2016 Omnibus Incentive Plan (“the 2016 Plan”). The 2016 Plan provides for grants of share‑based awards to employees, directors, and consultants. Under the 2016 Plan, 1,888,000 ordinary shares were reserved for issuance. The number of shares reserved for issuance under the 2016 Plan increases annually beginning in fiscal year 2018 by the lesser of (i) 2% of the ordinary shares outstanding on the last day of the immediately preceding fiscal year or (ii) such amount determined by our Board of Directors. Awards may be in the form of share call options (“options”), restricted share units (“RSUs”), and other share‑based awards. Forfeited or expired awards are returned to the incentive plan pool for future grants.

Share‑based compensation expense across all plans for options, RSUs, and employee share purchase rights was $15.6 million, $17.3 million, and $13.9 million during 2024, 2023, and 2022, respectively.

Stock Options

Options are valued based on the Black-Scholes-Merton model on the date of grant. The risk-free interest rate is based on the U.S. Treasury rates in effect on the date of grant. Estimated volatility is based on the historical volatility of our ordinary shares. Options generally vest over 4 years, with 25% vesting on the first grant-date anniversary and the remaining vesting on a quarterly basis over the remaining 3 years. Options granted under the 2016 Plan have a contractual term of 7 years.

The following table summarizes option activity:


	Number of Stock Options
	Service condition	Weighted average exercise price per share		Weighted average remaining contractual term	Aggregate intrinsic value
Outstanding, December 29, 2023	582,163	$	24.36

Exercised	(216,439)	$	24.49
Forfeited or expired	(639)	$	21.76
Outstanding, December 27, 2024	365,085	$	24.28	1.1 years	$	2,623
Exercisable, December 27, 2024	365,085	$	24.28	1.1 years	$	2,623

The intrinsic value of options exercised are as follows:


	Year Ended
	December 27, 2024		December 29, 2023		December 30, 2022

Total intrinsic value of options exercised	$	3,276	$	3,041	$	1,232

At December 27, 2024, there was no unrecognized share-based compensation expense relating to options.

Restricted Share Units

RSUs are valued based on the closing market price of our ordinary shares on the date of grant. RSUs that vest pursuant to a service condition generally vest over 4 years, with 25% vesting on the first grant-date anniversary and the remaining vesting on a quarterly basis over the remaining 3 years. RSUs that vest pursuant to a performance condition are generally earned over 3 years, depending on the achievement of certain financial and non-financial targets, and vest on or around the third grant-date anniversary. RSUs that vest pursuant to a market condition are valued based on a Monte Carlo simulation model and generally earned over 3 years based on a relative total shareholder return model and vest on or around the third grant-date anniversary. Upon vesting of RSUs, employees may elect to have shares withheld to cover statutory minimum withholding taxes. Shares withheld are not reflected as an issuance of ordinary shares within our consolidated statements of shareholders’ equity, as the shares were never issued, and the associated tax payments are reflected as financing activities within our consolidated statements of cash flows.

The following table summarizes RSU activity:


	Number of RSUs
	Service condition	Performance condition	Market condition	Weighted average grant-date fair value per share
Unvested, December 29, 2023	1,088,083	97,299	171,101	$	30.37
Granted	455,023	100,941	62,776	$	39.61
Vested	(432,280)	(6,609)	(8,617)	$	31.68
Forfeited	(79,371)	(13,021)	(23,419)	$	30.36
Unvested, December 27, 2024	1,031,455	178,610	201,841	$	33.92

Fair value information for RSUs granted and vested is as follows:


	Year Ended
	December 27, 2024		December 29, 2023		December 30, 2022
Weighted average grant-date fair value per share of RSUs granted	$	39.61	$	30.70	$	27.24
Total grant-date fair value of shares vested	$	14,177	$	11,550	$	9,644

At December 27, 2024, total unrecognized share-based compensation expense relating to RSUs was $34.8 million, with a weighted average remaining service period of 2.5 years.

2017 ESPP

In May 2017, we adopted the 2017 Employee Stock Purchase Plan (the “2017 ESPP”). The 2017 ESPP grants employees the ability to designate a portion of their base-pay to purchase ordinary shares at a price equal to 85% of the fair market value of our ordinary shares on the first or last day of each 6 month purchase period. Purchase periods begin on January 1 or July 1 and end on June 30 or December 31, or the next business day if such date is not a business day. Shares are purchased on the last day of the purchase period. As of December 27, 2024, 2.1 million ordinary shares remained eligible for issuance under the 2017 ESPP.

The table below sets forth the weighted average assumptions used to measure the fair value of 2017 ESPP rights:


	Year Ended
	December 27, 2024	December 29, 2023	December 30, 2022
Weighted average expected term	0.5 years	0.5 years	0.5 years
Risk-free interest rate	5.3%	5.1%	1.4%
Dividend yield	0.0%	0.0%	0.0%
Volatility	60.4%	63.4%	63.8%

We recognize share-based compensation expense associated with the 2017 ESPP over the duration of the purchase period. We recognized $1.0 million, $0.9 million, and $1.0 million of share-based compensation expense associated with the 2017 ESPP during 2024, 2023, and 2022, respectively. At December 27, 2024, there was no unrecognized share-based compensation expense related to the 2017 ESPP.