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COMMON STOCK AND OTHER PAID-IN CAPITAL
12 Months Ended
Dec. 31, 2012
Equity [Abstract]  
COMMON STOCK AND OTHER PAID-IN CAPITAL

NOTE 13.      HYPERLINK \l "Commonstock" COMMON STOCK AND OTHER PAID-IN CAPITAL

 

Policy on Shareholder Rights Plans  

 

NVE's policy is to seek shareholder approval prior to the adoption of a shareholder rights plan, unless the BOD, in the exercise of its fiduciary duties and with the concurrence of a majority of its independent members, determines that, under the circumstances existing at the time, it is in the best interest of NVE's shareholders to adopt a shareholder rights plan without first obtaining shareholder approval.  If a shareholder rights plan is adopted without prior shareholder approval, the plan must provide that it shall expire, unless ratified by shareholders, within one year of adoption.

 

Stock Ownership Plans  

 

As of December 31, 2012, 14,050,162 shares of common stock have been made available for the CSIP, ESPP, LTIP and NEDSP.

 

The LTIP allows awards to be granted to officers and key employees through December 2013.  The LTIP permits the following types of grants, separately or in combination: nonqualified and qualified stock options; incentive stock options; stock appreciation rights; dividend equivalent rights; restricted stock; restricted stock units; performance units; performance shares; and other equity based awards in cash. Awards may be paid out in shares of common stock.

 

The ESPP is available to all employees meeting minimum service requirements.  Employees can choose twice each year to have up to 15% of their base earnings withheld to purchase NVE common stock.  The purchase price of the stock is 85% of the market value on the offering date or the exercise date, whichever is less.

 

NEDSP 

 

The annual retainer for non-employee directors is $135,000, and the minimum amount to be paid in NVE stock is $75,000 per director. The director may elect to take the remainder in cash or in stock, and a stock award may be deferred until such time as the director is no longer a director of NVE, provided such elections are made sufficiently in advance pursuant to applicable plan provisions. Stock to fulfill the common stock portions of the annual BOD and BOD chair retainers is issued under the NEDSP. Under the NEDSP, the number of shares awarded in compensation is based on the closing price of the common stock listed on The New York Stock Exchange (“NYSE”) on the date of the annual meeting of stockholders (or on the preceding trading day if the meeting is held on a date when the NYSE is closed). Under the NEDSP, NVE granted the following total shares and related compensation to directors during 2012, 2011 and 2010, respectively: 43,808, 49,002, and 65,933 shares, and $748,248, $745,879, $829,074. 

 

CSIP

 

NVE offers the CSIP for the purpose of promoting long-term ownership by providing a convenient method to purchase shares of our common stock.  New investors can purchase common stock directly from the company for as little as $250 for the first purchase.  Existing shareholders can purchase additional shares up to once per month for as little as $50.   Shareholders can also choose to reinvest all or a portion (specified in increments of 10%) of cash dividends to purchase additional shares of common stock. Shares are purchased on the first business day of each month with the exception of months in which a dividend is paid in which case purchases are scheduled to be made on the date of the dividend payment.  

 

Dividends

  Dividends declared per share 
  2012 2011 
 First Quarter$0.13 $0.12 
 Second Quarter$0.17 $0.12 
 Third Quarter$0.17 $0.12 
 Fourth Quarter$0.17 $0.13 

On February 7, 2013, NVE's BOD declared a quarterly cash dividend of $0.19 per share payable on March 20, 2013, to common shareholders of record on March 5, 2013

 

During 2012 and 2011, NPC paid dividends to NVE of $184.0 million and $99.0 million, respectively. During 2012 and 2011, SPPC paid dividends to NVE of $20.0 million and $114.0 million, respectively. On February 7, 2013, NPC declared a $50 million dividend payable to NVE.

 

Treasury Stock

 

NVE periodically repurchases common stock on the open market for the purpose of meeting the requirements of its stock compensation plans; such purchases were not made pursuant to a publicly announced stock repurchase plan or program.  All shares repurchased are held as treasury stock and may be reissued upon exercise or settlement of the stock compensation award.  Treasury stock is accounted for using the cost method. For the year ended December 31, 2012, NVE repurchased approximately 1.1 million shares of common stock for approximately $19.9 million.