Annual report pursuant to Section 13 and 15(d)

Stock Plans

v3.23.3
Stock Plans
12 Months Ended
Aug. 31, 2023
Share-Based Payment Arrangement [Abstract]  
Stock Plans
Note 14.    Stock Plans
Share based awards may be granted to key employees and directors under the Enerpac Tool Group Corp. 2017 Omnibus Incentive Plan (as amended and restated November 9, 2020) (the “Plan”). A total of 7,825,000 shares of Class A common stock have been authorized for issuance under the Plan (including 3,500,000 shares that were authorized for issuance at the January 2021 annual meeting) plus shares, if any, that become issuable, pursuant to the terms of the Plan, upon the expiration, cancellation or forfeiture of awards under our previously registered stock plans outstanding at the time the Plan was first approved by the Company's shareholders. At August 31, 2023, 3,365,219 shares were available for future award grants. The Plan permits the Company to grant share-based awards, including stock options, restricted stock, restricted stock units and performance shares (the "Performance Shares") to employees and directors. Options generally have a maximum term of ten years, an exercise price equal to 100% of the fair market value of the Company’s common stock at the date of grant and generally vest 50% after three years and 100% after five years. The Company’s restricted stock grants prior to fiscal 2017 generally have similar vesting provisions as options, while grants thereafter generally vest in equal installments over a three-year period. The Performance Shares include a three-year performance period. For awards of Performance Shares granted in the year ended August 31, 2021, payout under the awards is based on the Company’s total shareholder return ("TSR") relative to the S&P 600 SmallCap Industrial index. For the awards of Performance Shares granted in the year ended August 31, 2022, payout under the awards is based 50% on the relative TSR metric and 50% on the Company's three-year average return on invested capital. For awards of Performance Shares granted in the year ended August 31, 2023, payout under the awards is based 33.3% on the relative TSR metric, 33.3% on the Company's adjusted earnings per share and 33.3% on the Company's three-year average return on invested capital. The provisions of share-based awards may vary by individual grant with respect to vesting period, dividend and voting rights, performance conditions and forfeitures.
A summary of restricted stock units and performance shares activity during fiscal 2023 is as follows:
Number of
Shares
Weighted-Average Fair  Value at Grant Date (Per Share)
Outstanding on August 31, 2022 1,098,026  $20.73
Granted 571,830  25.42
Forfeited (218,158) 22.18
Vested (412,162) 20.72
Outstanding on August 31, 2023 1,039,536  $22.26
A summary of stock option activity during fiscal 2023 is as follows:
Shares Weighted-Average
Exercise Price
(Per Share)
Weighted-Average
Remaining Contractual
Term
Aggregate
Intrinsic Value
Outstanding on September 1, 2022 947,807  $ 26.85 
Granted —  — 
Exercised (43,633) 22.30 
Forfeited —  — 
Expired (274,767) 26.83 
Outstanding on August 31, 2023 629,407  $ 27.18  2.2 $ 950,887 
Exercisable on August 31, 2023 629,407  $ 27.18  2.2 $ 950,887 
Intrinsic value is the difference between the market value of the stock at August 31, 2023 and the exercise price which is aggregated for all options outstanding and exercisable. A summary of the total intrinsic value of options exercised and cash receipts from options exercised is summarized below (in thousands, except per share amounts):
  Year Ended August 31,
  2023 2022 2021
Intrinsic value of options exercised $ 169  $ —  $ 587 
Cash receipts from exercise of options 973  —  2,208 
The Company generally records compensation expense over the vesting period for restricted stock unit awards based on the market value of the Company's Class A common stock on the grant date and utilized an expected forfeiture rate of 12% for each of the years ended for the years ended August 31, 2023, 2022 and 2021. The fair value of Performance Shares with market vesting conditions, which includes the Performance Shares awarded in fiscal 2023, 2022 and 2021, is determined utilizing a Monte Carlo simulation model.
As of August 31, 2023, there was $9.4 million of total unrecognized compensation cost related to share-based awards, including stock options, restricted stock, restricted stock units and Performance Shares, which will be recognized over a weighted average period of 1.6 years. The total fair value of share-based awards that vested during the fiscal years ended August 31, 2023 and 2022 was $9.8 million and $11.8 million, respectively.