STOCK-BASED COMPENSATION

The Company has two stock-based compensation methods available when determining employee compensation.

(1)Long-Term Incentive Compensation Plans

Long-Term Incentive Compensation Plan

The long-term incentive compensation plan provides for shares of common stock to be awarded to officers and key employees based on performance targets set by the Compensation Committee of the Board of Directors (the “Committee”). In December 2013, the Company’s shareholders approved 700,000 shares to be issued under the plan. As of March 31, 2016, 2,594 shares have been issued. The Committee selected fully-diluted earnings per share as the performance goal for the three-year performance periods July 1, 2013 – June 30, 2016 (2014-2016), July 1, 2014 – June 30, 2017 (2015-2017) and July 1, 2015 – June 30, 2018 (2016-2018). Stock awards will be issued to participants as soon as practicable following the end of the performance periods subject to verification of results and Committee approval. The compensation cost related to the number of shares to be granted under each performance period is fixed on the grant date, which is the date the performance period begins.

The Company recorded expense of $0.2 million and $0.3 million for the quarters ended March 31, 2016 and March 31, 2015, respectively. For the nine month periods ended March 31, 2016 and March 31, 2015, the Company recorded expense of $0.7 million and $0.9 million, respectively. If the target performance goals for 2014-2016, 2015-2017 and 2016-2018 would be achieved, the total amount of compensation cost recognized over the requisite performance periods would have been $1.0 million, respectively.

2007 Long-Term Management Incentive Plan (2007 Plan)

The plan provided for shares of common stock and cash to be awarded to officers and key employees based on performance targets set by the Compensation Committee of the Board of Directors (the “Committee”). The Company’s shareholders approved 500,000 shares to be issued under the plan. A total of 240,235 shares were issued from this plan, following the final distributions in September 2015. No additional shares can be awarded under the 2007 Plan. The Committee selected consolidated operating results for organic net sales growth and fully-diluted earnings per share as the performance goal for the three-year performance periods. Payouts for awards earned in these performance periods were 60% stock and 40% cash. The compensation cost related to the number of shares granted under each performance period was fixed on the grant date, which was the date the performance period began. The short-term portion of the recorded cash award payable was classified within current liabilities, “payroll and related items”, and the long-term portion of the recorded cash award payable was classified within long-term liabilities, “other liabilities” in the Consolidated Balance Sheets. As of June 30, 2015, the Company recorded cash awards payable of $0.7 million within current liabilities. The Company recorded no expense during the three and nine months ended March 31, 2016. The Company recorded $0.1 million and $0.3 million during the three and nine months ended March 31, 2015, respectively.

(2)Stock Plans

Omnibus Stock Plan

The Omnibus Stock Plan is for key employees, officers and directors and provides for the granting of incentive and nonqualified stock options, restricted stock, restricted stock units, stock appreciation rights and performance units. In December 2013, the Company’s shareholders approved 700,000 shares to be issued under the plan. The options are exercisable up to 10 years from the date of grant. It is the Company’s policy to issue new shares upon exercise of stock options. The Company accepts shares of the Company’s common stock as payment for the exercise price of options. These shares received as payment are retired upon receipt.

At March 31, 2016, 568,574 shares were available for future grants. During the quarters ended March 31, 2016 and March 31, 2015, $0.1 million and $0.0 million were recorded related to this plan, respectively. During the nine months ended March 31, 2016 and March 31, 2015, the Company recorded expense of $0.4 million and $0.4 million related to this plan, respectively.

2002, 2006 and 2009 Stock Option Plans

The stock option plans were for key employees, officers and directors and provided for granting incentive and nonqualified stock options. Under the plans, options were granted at an exercise price equal to the fair market value of the underlying common stock at the date of grant and exercisable for up to 10 years. All options were exercisable when granted. No additional options can be granted under the 2002, 2006 and 2009 stock option plans.

There were no options granted and no expense was recorded under these Plans during the three and nine months ended March 31, 2016 and March 31, 2015.

A summary of the status of the Company’s stock plans as of March 31, 2016, June 30, 2015 and 2014 and the changes during the periods then ended is presented below:



			Weighted		Aggregate
	Shares		Average		Intrinsic Value
	(in thousands)		Exercise Price		(in thousands)
Outstanding and exercisable at June 30, 2014	524		15.39	$	9,403
Granted	49		31.48
Exercised	(110)		15.52
Canceled	(6)		16.98
Outstanding and exercisable at June 30, 2015	457		17.02		11,916
Granted	26		43.09
Exercised	(157)		13.50
Canceled	(6)		22.32
Outstanding and exercisable at March 31, 2016	320	$	20.77	$	7,321

The following table summarizes information for options outstanding and exercisable at March 31, 2016:



		Options	Weighted Average
	Range of	Outstanding and	Remaining		Exercise
	Prices	Exercisable	Life (Years)		Price
		(in thousands)
$	6.81 - 12.74	84	2.1	$	9.66
	13.75 - 17.23	73	5.2		15.48
	19.72 - 27.57	92	7.1		23.59
	31.06 - 43.09	71	8.9		35.73
$	6.81 - 43.09	320	5.8	$	20.77