Annual report pursuant to Section 13 and 15(d)

Share-based awards

v3.7.0.1
Share-based awards
12 Months Ended
Jan. 28, 2017
Equity [Abstract]  
Share-based awards

10.    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, directors, and consultants to promote the success of the Company’s business. Incentive compensation was awarded under the Amended and Restated Restricted Stock Option Plan until April 2002 and under the 2002 Equity Incentive Plan through July 2007, at which time the 2007 Incentive Award Plan was adopted. 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 most 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 January 28, 2017, the 2011 Plan reserves for the issuance upon grant or exercise of awards up to 3,912 shares of the Company’s common stock.

 

The Company recorded stock compensation expense of $19,340, $15,594 and $14,923 for fiscal 2016, 2015 and 2014, respectively. Cash received from option exercises under all share-based payment arrangements for fiscal 2016, 2015 and 2014 was $16,293, $19,646 and $10,639, respectively. The total income tax benefit recognized in the income statement for equity compensation arrangements was $6,764, $5,354 and $3,526 for fiscal 2016, 2015 and 2014, respectively. The actual tax benefit realized for the tax deductions from option exercise and restricted stock vesting of the share-based payment arrangements totaled $15,868, $14,970 and $6,892, respectively, for fiscal 2016, 2015 and 2014.

Employee 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 method 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
2016
  Fiscal
2015
  Fiscal
2014

Volatility rate

   35.0%   37.9%   40.7%

Average risk-free interest rate

   1.2%   1.6%   1.4%

Average expected life (in years)

   3.5   4.9   3.8

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 Company granted 110 stock options during fiscal 2016. The compensation cost that has been charged against income for stock option grants was $7,983, $7,899, and $9,078 for fiscal 2016, 2015, and 2014, respectively. The weighted-average grant date fair value of options granted in fiscal 2016, 2015 and 2014 was $53.02, $56.44 and $32.38, respectively. The total fair value of stock options issued that vested during fiscal 2016, 2015 and 2014 was $5,932, $8,236 and $8,799, respectively. At January 28, 2017, there was approximately $19,938 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 three years. The total intrinsic value of options exercised was $27,468, $36,610 and $15,032 in fiscal 2016, 2015 and 2014, respectively.

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

 

     Fiscal 2016      Fiscal 2015      Fiscal 2014  
     Number of
options
    Weighted-
average
exercise price
     Number of
options
    Weighted-
average
exercise price
     Number of
options
    Weighted-
average
exercise price
 

Common stock options outstanding

              

Beginning of year

     939     $ 104.58        1,073     $ 72.12        1,090     $ 56.94  

Granted

     110       193.64        294       160.01        371       99.40  

Exercised

     (194     83.88        (356     55.20        (238     44.79  

Forfeited

     (25     118.97        (72     91.74        (150     72.57  
  

 

 

   

 

 

    

 

 

   

 

 

    

 

 

   

 

 

 

End of year

     830     $ 120.78        939     $ 104.58        1,073     $ 72.12  
  

 

 

   

 

 

    

 

 

   

 

 

    

 

 

   

 

 

 

Exercisable at end of year

     280     $ 69.69        316     $ 61.44        440     $ 43.98  
  

 

 

   

 

 

    

 

 

   

 

 

    

 

 

   

 

 

 

Vested and Expected to vest

     786     $ 119.32        890     $ 103.36        1,028     $ 71.28  
  

 

 

   

 

 

    

 

 

   

 

 

    

 

 

   

 

 

 

 

The following table presents information related to options outstanding and options exercisable at January 28, 2017, under the Company’s stock option plans based on ranges of exercise prices (shares in thousands):

 

     Options outstanding      Options exercisable  

Range of Exercise Prices

   Number of
options
     Weighted-
average
remaining
contractual life
(years)
     Weighted-
average
exercise price
     Number of
options
     Weighted-
average
remaining
contractual life
(years)
     Weighted-
average
exercise price
 

$9.67 - $57.42

     112        3      $ 25.13        112        3      $ 25.13  

$69.96 - $96.81

     119        6        82.19        81        6        80.65  

$97.89 - $99.66

     153        7        98.12        36        7        98.08  

$101.35 - $153.87

     134        8        136.78        50        8        129.41  

$164.06 - $165.27

     206        9        164.09        1        9        165.01  

$191.76 - $249.64

     106        9        193.70                       
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

$9.67 - $249.64

     830        7      $ 120.78        280        5      $ 69.69  
  

 

 

    

 

 

    

 

 

    

 

 

    

 

 

    

 

 

 

The aggregate intrinsic value of outstanding and exercisable options as of January 28, 2017 was $125,061 and $56,533, respectively. The last reported sale price of our common stock on the NASDAQ Global Select Market on January 28, 2017 was $271.44 per share.

Restricted stock units

The Company issued 55 restricted stock units during fiscal 2016 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 straight-line over the requisite service period. The compensation expense recorded in fiscal 2016, 2015 and 2014 was $7,295, $6,040 and $5,845, respectively. 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 January 28, 2017, unrecognized compensation cost related to restricted stock units was $11,920. 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 2016      Fiscal 2015      Fiscal 2014  
     Number
of units
    Weighted-
average
grant date
fair value
     Number
of units
    Weighted-
average
grant date
fair value
     Number
of units
    Weighted-
average
grant date
fair value
 

Restricted stock units outstanding

              

Beginning of year

     144     $ 116.42        151     $ 91.74        162     $ 87.54  

Granted

     55       203.40        60       154.77        71       97.73  

Vested

     (46     98.06        (47     102.36        (52     91.91  

Forfeited

     (11     138.25        (20     96.11        (30     82.91  
  

 

 

   

 

 

    

 

 

   

 

 

    

 

 

   

 

 

 

End of year

     142     $ 154.71        144     $ 116.42        151     $ 91.74  
  

 

 

   

 

 

    

 

 

   

 

 

    

 

 

   

 

 

 

Expected to vest

     131     $ 154.71        132     $ 116.42        140     $ 91.74  
  

 

 

   

 

 

    

 

 

   

 

 

    

 

 

   

 

 

 

Performance-based restricted stock units

The Company issued 24 performance-based restricted stock units in fiscal 2016. 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 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. The compensation expense recorded in fiscal 2016 and 2015 was $4,062 and $1,655, respectively. Forfeitures of performance-based restricted stock awards are estimated at the grant date based on historical rates of the Company’s stock award activity and reduce the compensation expense recognized. At January 28, 2017, unrecognized compensation cost related to performance-based restricted stock units was $8,610. 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 performance-based restricted stock unit activity is presented in the following table (shares in thousands):

 

     Fiscal 2016      Fiscal 2015  
     Number
of units
     Weighted-
average
grant date
fair value
     Number
of units
     Weighted-
average
grant date
fair value
 

Performance-based restricted stock units outstanding

 

  

Beginning of year

     20      $ 151.20             $  

Granted

     24        191.76        22        151.20  

Vested

                           

Forfeited

     (3      167.71        (2      151.20  
  

 

 

    

 

 

    

 

 

    

 

 

 

End of year

     41      $ 173.47        20      $ 151.20  
  

 

 

    

 

 

    

 

 

    

 

 

 

Expected to vest

     38      $ 173.47        19      $ 151.20  
  

 

 

    

 

 

    

 

 

    

 

 

 

The number of performance-based units presented is based on achieving the targeted performance goals as defined in the performance-based unit agreements. As of January 28, 2017, the maximum number of units that could vest under the provisions of the agreements was 82.