Equity Incentive Plan

9 Months Ended

Feb. 28, 2013

Equity Incentive Plan

Note 5: Equity Incentive Plan

Our 2005 Equity Incentive Plan (the “Equity Incentive Plan”) authorizes our Board of Directors to grant incentive and non-statutory stock option grants, stock appreciation rights, restricted stock awards, restricted stock units, performance unit awards and performance share awards covering a maximum of 1,000 shares of our common stock. The Equity Incentive Plan replaced our prior stock option plans, under which there are no outstanding options. Pursuant to the Equity Incentive Plan, we have granted incentive and non-statutory options to directors, officers and key employees at prices not less than 100% of the fair market value on the day of grant. In addition, we have granted restricted stock and restricted stock units to directors, officers and key employees. The Equity Incentive Plan provides for a variety of vesting dates. All outstanding options expired in October 2011.

Restricted Stock Units

A restricted stock unit represents the right to receive one share of our common stock, provided that the vesting conditions are satisfied. The following table represents restricted stock unit activity for the nine months ended February 28, 2013:

	Restricted Stock Units			Weighted – Average Grant Date Fair Value
Nonvested at June 1, 2012		203		$	13.82
Granted		73			17.11
Vested		(109	)		12.87
Forfeited/canceled		(11	)		12.88
Nonvested at February 28, 2013		156		$	16.10

We granted 0 and 73 restricted stock units during the three and nine months ended February 28, 2013, respectively, and 0 and 101 restricted stock units during the three and nine months ended February 29, 2012. As of February 28, 2013, we have unrecognized share-based compensation cost of approximately $1,641 associated with restricted stock unit awards. This cost is expected to be recognized over a weighted-average period of approximately 1.7 years.

Accounting for Share Based Payments

Accounting guidance requires all share-based payments to employees, including grants of employee stock options, restricted stock and restricted stock units, to be recognized as compensation expense in the consolidated financial statements based on their fair values. Compensation expense is recognized over the period that an employee provides service in exchange for the award, approximately 3 years.

Forfeitures are estimated at the date of grant based on historical experience. We use the market price of our common stock on the date of grant to calculate the fair value of each grant of restricted stock and restricted stock units.

We recorded $344 and $983 of stock-based compensation as part of selling, general and administrative expenses for the three and nine months ended February 28, 2013, respectively, compared to $347 and $1,057 for the three and nine months ended February 29, 2012, respectively.

We receive a tax deduction for certain stock option exercises during the period the options are exercised, generally for the excess of the fair value of our common stock at the date of exercise over the exercise price of the options, and dividends paid on vested restricted stock units. Excess tax benefits are realized tax benefits from tax deductions for exercised options in excess of the deferred tax asset attributable to stock compensation costs for such options. The total excess tax benefit realized from stock option exercises, shares issued and dividend payments for vested restricted stock units for the nine months ended February 28, 2013 and February 29, 2012 was $247 and $89, respectively. Cash received from stock option exercises was $0 for each of the nine month periods ended February 28, 2013 and February 29, 2012.