STOCK-BASED COMPENSATION

3 Months Ended

Jan. 27, 2019

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

The Company issues stock options and restricted shares as part of its stock incentive plans for employees and non-employee directors. The Company’s policy is to grant options with the exercise price equal to the market price of the common stock on the date of grant. Options typically vest over four years and expire ten years after the date of the grant. The Company recognizes stock-based compensation expense ratably over the shorter of the requisite service period or vesting period. The fair value of stock-based compensation granted to retirement-eligible individuals is expensed at the time of grant.

During the third quarter of fiscal 2018, the Company made a one-time grant of 200 stock options to each active, full-time employee and 100 stock options to each active, part-time employee of the Company on April 30, 2018. The options vest in five years and expire ten years after the grant date.

A reconciliation of the number of options outstanding and exercisable (in thousands) as of January 27, 2019, and changes during the three months then ended, is as follows:



	Shares	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Term (Years)	Aggregate Intrinsic Value
Outstanding at October 28, 2018	29,536	$	23.55
Granted	1,474	44.91
Exercised	1,097	14.60
Forfeited	383	36.17
Outstanding at January 27, 2019	29,530	$	24.78	5.4	$	497,495
Exercisable at January 27, 2019	21,031	$	19.69	4.0	$	457,942

The weighted-average grant date fair value of stock options granted and the total intrinsic value of options exercised (in thousands) during the first three months of fiscal years 2019 and 2018, are as follows:



	Three Months Ended
	January 27, 2019		January 28, 2018
Weighted-average grant date fair value	$	9.48	$	6.93
Intrinsic value of exercised options	$	32,241	$	56,302

The fair value of each option award is calculated on the date of grant using the Black-Scholes valuation model utilizing the following weighted-average assumptions:



	Three Months Ended
	January 27, 2019		January 28, 2018
Risk-free interest rate	2.9	%	2.3	%
Dividend yield	1.9	%	2.0	%
Stock price volatility	19.0	%	19.0	%
Expected option life	8 years		8 years

As part of the annual valuation process, the Company reassesses the appropriateness of the inputs used in the valuation models. The Company establishes the risk-free interest rate using stripped U.S. Treasury yields as of the grant date where the remaining term is approximately the expected life of the option. The dividend yield is set based on the dividend rate approved by the Company’s Board of Directors and the stock price on the grant date. The expected volatility assumption is set based primarily on historical volatility. As a reasonableness test, implied volatility from exchange traded options is also examined to validate the volatility range obtained from the historical analysis. The expected life assumption is set based on an analysis of past exercise behavior by option holders. In performing the valuations for option grants, the Company has not stratified option holders as exercise behavior has historically been consistent across all employee and non-employee director groups.

Restricted shares awarded annually on February 1 are subject to a restricted period which expires the date of the Company’s next annual stockholders meeting. Newly elected directors receive a prorated award of restricted shares of the Company's common stock, which expire on the date of the Company's second succeeding annual stockholders meeting. A reconciliation of the restricted shares (in thousands) as of January 27, 2019, and changes during the three months then ended, is as follows:

The weighted-average grant date fair value of restricted shares granted, the total fair value (in thousands) of restricted shares granted, and the fair value (in thousands) of shares that have vested during the first three months of fiscal years 2019 and 2018, are as follows:



	Three Months Ended
	January 27, 2019		January 28, 2018
Weighted-average grant date fair value	$	34.33	$	35.62
Fair value of restricted shares granted	53		—
Fair value of shares vested	—		133

During the three months ended January 27, 2019, stock-based compensation expense was $7.9 million, compared to $7.3 million for the three months ended January 28, 2018, respectively.

At January 27, 2019, there was $37.1 million of total unrecognized compensation expense from stock-based compensation arrangements granted under the plans. This compensation is expected to be recognized over a weighted-average period of

approximately 3.2 years. During the three months ended January 27, 2019, cash received from stock option exercises was $16.0 million, compared to $23.5 million for the three months ended January 28, 2018.

Shares issued for option exercises and restricted shares may be either authorized but unissued shares, or shares of treasury stock acquired in the open market or otherwise.

Weighted-
Average Grant
Date Fair Value

Restricted at October 28, 2018

Restricted at January 27, 2019