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Note 5 - Preferred and Common Stock

12 Months Ended

Apr. 30, 2014

Preferred And Common Stock [Abstract]

5.	Preferred and Common Stock

Preferred stock The Company has 1,000,000 authorized shares of preferred stock of which 250,000 shares have been designated as Series A Serial Preferred Stock. No shares have been issued.

Common stock The Company currently has 120,000,000 authorized shares of common stock.

Stock option plans The 2009 Stock Incentive Plan (the “Plan”), was approved by the Board of Directors in June 2009 and approved by the shareholders in September 2009. The Plan replaced the 2000 Option Plan and the Non-employee Director Stock Plan (together, the “Prior Plans”). There are 4,153,608 shares available for grant at April 30, 2014 under the Plan. Awards made under the Plan may take the form of stock options, restricted stock or restricted stock units. Each share issued pursuant to a stock option will reduce the shares available for grant by one, and each share issued pursuant to an award of restricted stock or restricted stock units will reduce the shares available for grant by two. We account for stock-based compensation by estimating the fair value of stock options granted under the Plan using market price of a share of our common stock on the date of grant. We recognize this fair value as an operating expense in our consolidated statements of income over the requisite service period using the straight-line method. Additional information regarding the Plan is provided in the Company’s 2009 Proxy Statement. At April 30, 2014, options for 712,024 shares (which expire between 2015 and 2021) were outstanding. All stock option shares issued are previously unissued authorized shares.

On June 10, 2011, restricted stock units with respect to a total of 9,198 shares were granted to certain employees under the annual incentive compensation program. The fair value of the Company’s shares on the date of grant was $40.49. These awards vested on May 1, 2014 and compensation expense was recognized ratably over the vesting period. This award was granted at no cost to the employee.

On June 23, 2011, stock options totaling 441,000 shares were granted to certain officers and key employees. These awards vested on June 23, 2014, and compensation expense was recognized ratably over the vesting period. This award was granted at no cost to the employee.

On June 23, 2011, restricted stock units totaling 15,000 shares were granted to the CEO. The fair value of the Company’s shares on the date of grant was $44.39. This award was granted at no cost to the employee. This award vested on June 23, 2014 and compensation expense was recognized ratably over the vesting period.

On September 16, 2011, restricted stock units with respect to a total of 14,000 shares were granted to the non-employee members of the Board. The fair value of the Company’s shares on the date of grant was $47.59. This award was also granted at no cost to the non-employee members of the Board. This award vested on May 1, 2012 and compensation expense was recognized ratably over the vesting period.

On June 8, 2012, restricted stock units with respect to a total of 32,998 shares were granted to certain employees under the annual incentive compensation program. The fair value of the Company’s shares on the date of grant was $59.48. These awards will vest on June 8, 2015 and compensation expense is being recognized ratably over the vesting period. This award was granted at no cost to the grantee.

On September 14, 2012, restricted stock units with respect to a total of 14,000 shares were granted to the non-employee members of the Board. The fair value of the Company’s shares on the date of grant was $58.93. This award was granted at no cost to the non-employee members of the Board. This award vested on May 1, 2013 and compensation expense was recognized ratably over the vesting period.

On June 7, 2013 and June 19, 2013 restricted stock units with respect to a total of 77,650 shares were granted to certain officers and key employees. The fair value of the Company’s shares was $62.26 on June 7, 2013 (76,150 shares) and $60.47 on June 19, 2013 (1,500 shares). These awards were granted at no cost to the grantee. These awards will vest on June 7, 2016 and compensation expense is currently being recognized ratably over the vesting period.

On September 13, 2013, restricted stock units totaling 14,000 shares were granted to the non-employee members of the Board. The fair value of the Company’s shares on the date of grant was $71.02. This award was granted at no cost to the non-employee members of the Board. This award vested on May 1, 2014 and compensation expense was recognized ratably over the vesting period.

The 2000 Stock Option Plan allowed the grant of options with an exercise price equal to the fair value of the Company’s stock on the date of grant that expired ten years after the date of grant. Vesting was generally over a three to five-year service period. The Non-employee Directors’ Stock Option Plan allowed the grant of options with an exercise price equal to the average of the last reported sale prices of shares of common stock on the last trading day of each of the twelve months preceding the award of the option. The term of such options was ten years from the date of grant, and each option is exercisable immediately upon grant. The aggregate number of shares of Common Stock that could have been granted pursuant to the Director Stock Plan was 200,000 shares, subject to adjustment to reflect any future stock dividends, stock splits, or other relevant capitalization changes. Shares issued as restricted stock units become unrestricted shares of common stock at the end of the vesting period.

Information concerning the issuance of stock options under the Plan and Prior Plans is presented in the following table:

	Number of option shares			Weighted average option exercise price
Outstanding at April 30, 2011		775,109		$	23.38
Granted		441,000			44.39
Exercised		(159,600	)		20.36
Forfeited		(3,000	)		36.19
Outstanding at April 30, 2012		1,053,509		$	32.59
Granted		-			-
Exercised		(198,200	)		23.82
Forfeited		(500	)		14.08
Outstanding at April 30, 2013		854,809		$	34.64
Granted		-			-
Exercised		(140,785	)		23.93
Forfeited		(2,000	)		44.39
Outstanding at April 30, 2014		712,024		$	36.73

Information concerning the issuance of restricted stock units under the Plan is presented in the following table:

Unvested at April 30, 2011	14,000
Granted	38,198
Vested	(14,000	)
Forfeited	-
Unvested at April 30, 2012	38,198
Granted	46,998
Vested	(14,000	)
Forfeited	-
Unvested at April 30, 2013	71,196
Granted	91,650
Vested	(14,150	)
Forfeited	(150	)
Unvested at April 30, 2014	148,546

At April 30, 2014, all outstanding options had an aggregate intrinsic value of $22,737 and a weighted average remaining contractual life of 6 years. The vested options totaled 284,024 shares with a weighted average exercise price of $25.18 per share and a weighted average remaining contractual life of 4.4 years. The aggregate intrinsic value for the vested options as of April 30, 2014 was $12,349. The aggregate intrinsic value for the total of all options exercised during the year ended April 30, 2014 was $2,952, and there were no shares that vested during the year ended April 30, 2014.

The grant date fair value for the June 23, 2011 options were $14.65, which was estimated utilizing the Black Scholes valuation model. The significant assumptions included:

Risk-free interest rate			2.14%
Expected option life (years)			6.11
Expected volatility			37%
Expected dividend yield			1.58%

Total compensation costs recorded for the years ended April 30, 2014, 2013 and 2012 were $5,600, $4,270, and $3,792, respectively, for the stock option and restricted stock unit awards. As of April 30, 2014, there was $325 of total unrecognized compensation costs related to the Plan and Prior Plans for stock options that are expected to be recognized ratably through 2015, and $4,036 of unrecognized compensation costs related to restricted stock units which are expected to be recognized ratably through fiscal 2017.

At April 30, 2014, the range of exercise prices for outstanding options was $17.64 – $44.39 and the weighted average remaining contractual life of outstanding options was 6 years. The number of shares and weighted average remaining contractual life of the options by range of applicable exercise prices at April 30, 2014 were as follows:

Range of exercise prices		Number of shares		Weighted average exercise price		Weighted average remaining contractual life (years)

$	17.64		6,000		17.64		1.0
	20.68 – 26.92		278,024		25.34		4.4
	44.39		428,000		44.39		7.2
			712,024