Annual report pursuant to Section 13 and 15(d)

Share-based awards

v3.20.1
Share-based awards
12 Months Ended
Feb. 01, 2020
Share-based awards  
Share-based awards

15.  Share-based awards

Equity incentive plans

The Company has had a number of equity incentive plans over the years. The plans were adopted in order to attract and retain the best available personnel for positions of substantial authority and to provide additional incentive to employees and directors to promote the success of the Company’s business. All of the plans generally provided for the grant of incentive stock options, non-qualified stock options, restricted stock, restricted stock units, stock appreciation rights, and other types of awards to employees, consultants, and directors. Unless provided otherwise by the administrator of the plan, options vested over four years at the rate of 25% per year from the date of grant and must be exercised within ten years. Options were granted with the exercise price equal to the fair value of the underlying stock on the date of grant.

Amended and restated 2011 incentive award plan

In June 2016, the Company adopted the Amended and Restated 2011 Incentive Award Plan (the 2011 Plan). The 2011 Plan provides for the grant of incentive stock options, non-qualified stock options, restricted stock, restricted stock units, stock appreciation rights, performance awards, dividend equivalent rights, stock payments, deferred stock, and cash-based awards to employees, consultants, and directors. Following its original adoption in June 2011, awards are only being made under the 2011 Plan, and no further awards will be made under any prior plan. As of February 1, 2020, the 2011 Plan reserves for the issuance upon grant or exercise of awards up to 3,194 shares of the Company’s common stock.

The following table presents information related to the Company’s 2011 Incentive award plan:

Fiscal

Fiscal

Fiscal

2011 Incentive award plan (in thousands)

    

2019

    

2018

    

2017

Compensation expense

 

Common stock options

$

8,660

$

8,590

$

8,993

Restricted stock units

12,762

12,077

9,507

Performance-based restricted stock units

4,220

6,822

5,899

Total stock compensation expense

$

25,642

$

27,489

$

24,399

Cash received from stock option exercises

$

43,780

$

13,121

$

16,190

Income tax benefit

$

11,600

$

6,135

$

10,024

Common stock options

The Company measures share-based compensation cost on the grant date, based on the fair value of the award, and recognizes the expense on a straight-line basis over the requisite service period for awards expected to vest. The Company estimated the grant date fair value of stock options using a Black-Scholes valuation model using the following weighted-average assumptions:

    

Fiscal

    

Fiscal

    

Fiscal

    

2019

    

2018

    

2017

Volatility rate

 

31.0%

29.0%

30.9%

Average risk-free interest rate

 

2.3%

2.4%

1.6%

Average expected life (in years)

 

3.5

 

3.4

 

3.5

Dividend yield

 

None

 

None

 

None

The expected volatility is based on the historical volatility of the Company’s common stock. The risk-free interest rate is based on the United States Treasury yield curve in effect on the date of grant for the respective expected life of the option. The expected life represents the time the options granted are expected to be outstanding. The expected life of options granted is derived from historical data on Ulta Beauty stock option exercises. Forfeitures of options are estimated at the grant date based on historical rates of the Company’s stock option activity and reduce the compensation expense recognized. The Company does not currently pay a regular dividend.

The following table presents information related to the Company’s common stock options:

Common stock options

Fiscal

Fiscal

Fiscal

(in thousands, except weighted-average grant date fair value)

    

2019

    

2018

    

2017

Weighted-average grant date fair value

$

89.91

$

50.10

$

69.61

Fair value of options vested

9,143

10,042

5,656

Intrinsic value of options exercised

51,650

25,902

29,449

At February 1, 2020, there was approximately $15,621 of unrecognized compensation expense related to unvested stock options. The unrecognized compensation expense is expected to be recognized over a weighted-average period of approximately two years.

A summary of the status of the Company’s stock option activity is presented in the following table (shares in thousands):

Fiscal 2019

Fiscal 2018

Fiscal 2017

Weighted-

Weighted-

Weighted-

    

Number of

average

Number of

average

Number of

average

    

options

    

exercise price

    

options

    

exercise price

    

options

    

exercise price

Common stock options outstanding

Beginning of year

755

$

174.34

766

$

147.76

830

$

120.78

Granted

97

348.73

163

204.27

106

279.76

Exercised

(285)

153.64

(166)

78.81

(166)

97.44

Forfeited

(28)

263.34

(8)

260.83

(4)

120.71

End of year

539

$

212.58

755

$

174.34

766

$

147.76

Exercisable at end of year

172

$

159.39

296

$

134.27

261

$

81.72

Vested and Expected to vest

510

$

211.14

718

$

173.02

725

$

145.86

The following table presents information related to options outstanding and options exercisable at February 1, 2020, under the Company’s stock option plans based on ranges of exercise prices (shares in thousands):

Options outstanding

Options exercisable

Weighted-

Weighted-

average

average

remaining

remaining

contractual

Weighted-

contractual

Weighted-

Number of

life

average

Number of

life

average

Range of Exercise Prices

    

options

    

(years)

    

exercise price

    

options

    

(years)

    

exercise price

$25.80 – $57.42

28

1

$

47.26

28

1

$

47.26

$57.43 – $127.15

30

3

92.37

30

3

92.37

$127.16 – $165.27

155

6

163.70

55

6

163.04

$165.28 – $204.27

155

8

201.54

25

7

198.39

$204.28 – $281.53

81

7

278.76

34

7

278.90

$281.54 – $348.73

90

9

348.73

$25.80 – $348.73

539

7

$

212.58

172

5

$

159.39

The aggregate intrinsic value of outstanding and exercisable options as of February 1, 2020 was $38,157 and $19,120, respectively. The last reported sale price of our common stock on the NASDAQ Global Select Market on February 1, 2020 was $267.91 per share.

Restricted stock units

The Company issues restricted stock units to certain employees and its Board of Directors. Employee grants will generally cliff vest after three years and director grants will cliff vest within one year. The grant date fair value of restricted stock units is based on the closing market price of shares of the Company’s common stock on the date of grant. Restricted stock units are expensed on a straight-line basis over the requisite service period. Forfeitures of restricted stock units are estimated at the grant date based on historical rates of the Company’s stock award activity and reduce the compensation expense recognized. At February 1, 2020, unrecognized compensation cost related to restricted stock units was $20,484. The unrecognized compensation expense is expected to be recognized over a weighted-average period of approximately one and a half years.

A summary of the status of the Company’s restricted stock units activity is presented in the following table (shares in thousands):

Fiscal 2019

Fiscal 2018

Fiscal 2017

    

Weighted-

Weighted-

Weighted-

Number of

average grant

Number of

average grant

Number of

average grant

    

units

    

date fair value

    

units

    

date fair value

    

units

    

date fair value

Restricted stock units outstanding

Beginning of year

168

    

$

220.68

134

$

207.70

142

$

154.71

Granted

53

335.28

97

208.82

47

278.48

Vested

(46)

207.77

(52)

164.35

(46)

117.61

Forfeited

(16)

259.65

(11)

227.44

(9)

    

201.51

End of year

159

$

259.21

168

$

220.68

134

$

207.70

Expected to vest

147

$

259.21

154

$

220.68

123

$

207.70

Performance-based restricted stock units

The Company issues performance-based restricted stock units annually to certain employees. These awards will cliff vest after three years based upon achievement of pre-established goals at the end of the second year of the term. Consistent with restricted stock units, the grant date fair value of performance-based restricted stock units is based on the closing market price of shares of the Company’s common stock on the date of grant. Performance-based restricted stock units are expensed on a straight-line basis over the requisite service period, based on the probability of achieving the performance goal, with changes in expectations recognized as an adjustment to earnings in the period of the change. If the performance goal is not met, no compensation cost is recognized and any previously recognized compensation cost is reversed. Forfeitures of performance-based restricted stock units are estimated at the grant date based on historical rates of the Company’s stock award activity and reduce the compensation expense recognized. At February 1, 2020, unrecognized compensation cost related to performance-based restricted stock units was $6,214. The unrecognized compensation expense is expected to be recognized over a weighted-average period of approximately one year.

A summary of the status of the Company’s performance-based restricted stock unit activity is presented in the following table (shares in thousands):

Fiscal 2019

Fiscal 2018

Fiscal 2017

Weighted-

Weighted-

Weighted-

Number of

average

Number of

average

Number of

average

units

    

grant date

    

units

    

grant date

    

units

    

grant date

Performance-based restricted stock units outstanding

Beginning of year

94

$

214.64

78

$

196.81

41

$

173.47

Granted

21

348.73

33

204.27

21

281.53

Change in performance award payout

(3)

281.53

22

191.76

19

151.20

Vested

(43)

191.76

(36)

151.20

Forfeited

(7)

258.80

(3)

224.49

(3)

186.90

End of year

62

$

267.60

94

$

214.64

78

$

196.81

Expected to vest

57

$

267.60

87

$

214.64

72

$

196.81

The number of performance-based restricted stock units granted is based on achieving the targeted performance goals as defined in the performance-based restricted stock unit agreements. As of February 1, 2020, the maximum number of units that could vest under the provisions of the agreements was 114.