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Share-based Compensation
12 Months Ended
Aug. 26, 2023
Share-Based Payment Arrangement [Abstract]  
Share-based Compensation

12. Share-based Compensation

The Company adopted a stock incentive plan (the “2010 Plan”) in October 2010 and reserved 600,000 shares of Common Stock for issuance under the 2010 Plan. The 2010 Plan replaced the Company’s 1996 stock incentive plan. The 2010 Plan permits the award of incentive and non-qualified stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock and performance shares (collectively referred to as “Share-Based Awards”) as well as dividend equivalent rights and cash-based awards. On October 27, 2014, the Board of Directors, subject to the approval of the Company’s shareholders, which was received at the 2015 annual meeting of shareholders, adopted an amendment to the 2010 Plan to, among other matters, reserve for issuance an additional 750,000 shares and extend to 2025 the time period awards may be granted under the 2010 Plan. As of August 26, 2023, the number of remaining shares available for future grants under the 2010 Plan was 98,769. Share-based compensation expense, which includes expense related to Share-Based Awards, has been recorded in the accompanying Consolidated Statements of Income in selling and administrative expenses.

All Share-Based Awards issued to management were recommended to the Board of Directors by the Compensation Committee and approved by the Board of Directors. All Share-Based Awards issued to the Company’s non-employee members of the Board of Directors (the “Directors”) under the 2010 Plan were recommended to the Board of Directors by the Compensation Committee and approved by the Board of Directors.

In fiscal 2023, a total of 1,575 shares of fully vested unrestricted stock were granted to certain non-employee Directors of the Company. In fiscal 2022, a total of 1,025 shares of fully vested unrestricted stock were granted to certain non-employee Directors of the Company. No such shares were granted during fiscal 2021. Accordingly, compensation expense related to the unrestricted stock granted in each of fiscal 2023 and 2022 were recognized on the date of grant.

In fiscal 2023, the Company granted a total of 6,864 stock appreciation rights under the 2010 Plan to the Company’s non-employee Directors. In fiscal 2022, the Company granted a total of 9,750 stock appreciation rights under the 2010 Plan to the

Company’s non-employee Directors. In fiscal 2021, the Company granted a total of 5,000 stock appreciation rights under the 2010 Plan to the Company’s non-employee Directors. Such stock appreciation rights were fully vested upon grant, expire on the earlier of the eighth anniversary of the grant date or the second anniversary of the date that the Director ceases to be a member of the Board of Directors and must be settled in stock at the time of exercise. Accordingly, compensation expense related to the stock appreciation rights was recognized on the date of grant.

As of August 26, 2023, the total compensation cost not yet recognized related to non-vested Share-Based Awards was approximately $15.5 million. The weighted average period over which compensation cost for Share-Based Awards will be recognized is 1.36 years.

All stock appreciation rights issued to employees were granted with an exercise price equal to the fair value of the Company’s Common Stock on the date of grant. Stock appreciation rights generally vest 20% on each anniversary of the grant date over a five-year period and expire ten years after the grant date. Share-Based Awards granted to the Company’s non-employee Directors were fully vested as of the date of grant. Non-employee Director Share-Based Award grants in the form of stock appreciation rights expire on the earlier of the eighth anniversary of the grant date or the second anniversary of the date that the Director ceases to be a member of the Board of Directors.

Time-based restricted stock units granted to employees vest 20% on each anniversary of the grant date over a five-year period. Generally, performance-based restricted stock units granted to employees are earned based on whether and the extent to which the Company achieves certain profitability targets.

The fair value of each stock appreciation right is estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions used:

 

Fiscal year

 

2023

 

 

2022

 

 

2021

 

Risk-free interest rate

 

 

3.97

%

 

 

1.27

%

 

 

0.47

%

Expected dividend yield

 

 

0.62

%

 

 

0.60

%

 

 

0.58

%

Expected life (in years)

 

 

5.43

 

 

 

5.17

 

 

 

5.70

 

Expected volatility

 

 

29.3

%

 

 

28.4

%

 

 

27.5

%

The weighted average fair values of Share-Based Awards granted in the form of stock appreciation rights during fiscal years 2023, 2022 and 2021 were $60.38, $51.25 and $42.63, respectively.

The following table summarizes the Share-Based Awards activity in the form of stock options and stock appreciation rights for fiscal 2023:

 

 

Number of
Shares

 

 

Weighted
Average
Exercise Price

 

Outstanding, August 27, 2022

 

 

368,348

 

 

$

151.93

 

Granted

 

 

30,679

 

 

 

186.28

 

Expired

 

 

(770

)

 

 

175.86

 

Exercised

 

 

(49,471

)

 

 

126.69

 

Forfeited

 

 

(1,169

)

 

 

159.83

 

Outstanding, August 26, 2023

 

 

347,617

 

 

$

158.47

 

 

 

 

 

 

 

Exercisable, August 26, 2023

 

 

258,173

 

 

$

150.86

 

 

The following table summarizes the Share-Based Awards activity in the form of restricted stock units for fiscal 2023:

 

 

Number of
Shares

 

 

Weighted
Average
Grant Price

 

Unvested balance at August 27, 2022

 

 

91,700

 

 

$

187.43

 

Granted

 

 

51,822

 

 

 

180.25

 

Vested

 

 

(28,247

)

 

 

185.49

 

Forfeited

 

 

(6,520

)

 

 

185.93

 

Unvested balance at August 26, 2023

 

 

108,755

 

 

$

184.60