Common and Preferred Stock

12 Months Ended

Jan. 01, 2022

Stockholders' Equity Note [Abstract]

Common and Preferred Stock

COMMON AND PREFERRED STOCK

(a)    Shares Authorized

At January 1, 2022 and January 2, 2021, the company had 95,000,000 authorized shares of common stock and 2,000,000 authorized shares of non-voting preferred stock.

(b)    Treasury Stock

In November 2017, the company's Board of Directors approved a stock repurchase program authorizing the company to repurchase in the aggregate up to 2,500,000 shares of its outstanding common stock. During 2020, the company repurchased 896,965 shares of its common stock under the program for $69.7 million, including applicable commissions, which represented an average price of $77.70. During 2021, the company repurchased 141,500 shares of its common stock under the program for $26.6 million, including applicable commissions, which represented an average price of $188.17. As of January 1, 2022, 1,164,665 shares had been purchased under the 2017 stock repurchase program and 1,335,335 remain authorized for repurchase.

The company also treats shares withheld for tax purposes on behalf of employees in connection with the vesting of restricted share grants as common stock repurchases because they reduce the number of shares that would have been issued upon vesting. During 2020, the company repurchased 176,242 shares of its common stock that were surrendered to the company for withholding taxes related to restricted stock vestings for $16.2 million. During 2021, the company repurchased 15,480 shares of its common stock that were surrendered to the company for withholding taxes related to restricted stock vestings for $2.7 million.   

(c)    Share-Based Awards

The company maintains an incentive plan under which the company's Board of Directors grants share-based awards to key employees. On May 10, 2021, the 2021 Stock Incentive Plan (the "2021 Plan") was approved, which included a maximum amount of 1,350,000 shares allowed to be awarded plus the shares remaining for future grants under the 2011 Stock Incentive Plan (the "2011 Plan") as of the approval date and any shares outstanding that are subsequently forfeited or expired. Thus, no further shares are available to grant under the 2011 Plan and the maximum amount of shares available for future grants under the 2021 Plan as of January 1, 2022 is 1,642,966.

Non-cash share-based compensation of $42.3 million, $19.6 million and $8.1 million was recognized for fiscal 2021, 2020 and 2019, respectively, associated with restricted share grants and restricted stock units. The company recorded a related tax benefit of $0.4 million, $2.7 million and less than $0.5 million in fiscal 2021, 2020 and 2019, respectively.

Restricted share grants:

The company has issued restricted share grant awards, which are generally time and performance based and were not subject to market conditions. The fair value of restricted share grants represents the closing share price of the company's stock as of the date of the grant and is recognized over the vesting period of the awards. The weighted average grant date fair value was $181.31, $57.74 and $113.26 per share for restricted share grants in fiscal 2021, 2020 and 2019 respectively, which represents the closing share price of the company’s stock as of the date of grant. The approximate fair value of restricted shares vested were $7.3 million, $44.8 million, $16.5 million for fiscal 2021, 2020 and 2019, respectively.

A summary of the company’s nonvested restricted share grant activity and their corresponding fair value on the date of grant for fiscal year ended January 1, 2022 is as follows:

 

	Shares	Weighted Average Grant-Date Fair Value
Nonvested shares at January 2, 2021	433,065	$	112.54
Granted	4,399	181.31
Vested	(43,485)	115.77
Forfeited	(213,673)	112.49
Nonvested shares at January 1, 2022	180,306	$	113.31

As of January 1, 2022, there was $3.7 million of total unrecognized compensation cost related to nonvested restricted share grant compensation arrangements, if all performance conditions are fully achieved. The remaining weighted average life is 0.34 years.    

Restricted stock units:

During 2020, the company began granting restricted stock units, which entitle the holder to shares of common stock subject to time vesting and the achievement of certain market and performance goals. The fair value for time based units are valued at the closing share price of the company’s stock as of the date of the grant and the fair value for performance units are based upon valuations using the Monte Carlo Methodology. Compensation expense is recognized over the performance measurement period of the units in accordance with ASC 718 Stock Compensation for awards with market and performance vesting conditions.

Time vesting units vest equally over two or three years and performance units vest based on achievement of certain company performance criteria over the two or three year period, as set forth in the grant agreement ranging from 0 to 200% of the target shares granted. The weighted average grant date fair value was $166.41 and $134.25 per share for restricted stock units in fiscal 2021 and 2020, respectively. No restricted stock units have vested.

A summary of the company’s nonvested restricted stock unit activity at target shares and their corresponding fair value on the date of grant for fiscal year ended January 1, 2022 is as follows:

	Units	Weighted Average Grant-Date Fair Value
Nonvested shares at January 2, 2021	47,500	$	134.25
Granted	287,624	166.41
Nonvested shares at January 1, 2022	335,124	$	161.85

As of January 1, 2022, there was $66.2 million of total unrecognized compensation cost related to nonvested restricted stock unit compensation arrangements, if all performance conditions are fully achieved. The remaining weighted average life is 1.74 years.