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Table of Contents DSW INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Restricted Stock Units-
Restricted stock units generally cliff vest at the end of four years from the date of grant and are settled immediately upon
vesting. Compensation cost is measured at fair value on the grant date and recorded over the vesting period. Fair value is determined by
multiplying the number of units granted by the grant date market price. DSW expensed $1.2 million, $0.3 million and $1.3 million, respectively,
in fiscal 2011 , 2010 and 2009
related to restricted stock units. The weighted average exercise price for all restricted stock units is zero. The
aggregate intrinsic value is calculated as the amount by which the fair value of the underlying common shares exceeds the exercise price. The total
intrinsic value of restricted stock units that vested during fiscal 2011 , 2010 and 2009
was $2.4 million, $1.0 million and $0.8 million,
respectively. The total fair value of restricted stock units that vested during fiscal 2011 , 2010 and 2009
was $0.8 million, $0.6 million and $1.7
million, respectively. As of January 28, 2012
, the total compensation cost related to nonvested restricted stock units not yet recognized was
approximately $1.9 million with a weighted average expense recognition period remaining of 2.6 years.
In connection with the special dividend paid on September 30, 2011, DSW issued forfeitable dividend equivalent units under the anti-
dilution
provision to make the grantee whole as required under the DSW plan. DSW also modified its restricted stock unit awards to grant forfeitable
dividend equivalent units for the quarterly dividends resulting in incremental compensation expense of $0.1 million to be recognized over the
remaining vesting period of the awards.
The following tables summarize DSW’s restricted stock units and weighted average grant date fair value (“GDFV”)
for the periods presented and
aggregate intrinsic value (units and intrinsic value in thousands):
Director Stock Units - DSW issues stock units to directors who are not employees of DSW. During fiscal 2011 , 2010 and 2009
, DSW granted
30,703, 31,562 and 46,504 director stock units, respectively, and expensed $1.0 million, $0.9 million and $0.6 million, respectively, related to
these grants. As of January 28, 2012, 191,970 director stock units had been issued, and no director stock units had been settled.
Stock units are automatically granted to each director who is not an employee of DSW or RVI on the date of each annual meeting of shareholders
for the purpose of electing directors. Each non-
employee director is granted stock units based on the fair market value of DSW Class A Common
Shares on the date of the annual meeting. In addition, each director eligible to receive compensation for board service may elect to have the cash
portion of such directors’
compensation paid in the form of stock units. Stock units granted to directors vest immediately and are settled upon the
director terminating service from the board. Stock units granted to directors which are not subject to forfeiture are considered to be outstanding for
the purposes of computing basic earnings per share. The exercise price of the director stock units is zero.
F-20
Fiscal years ended
January 28, 2012
January 29, 2011
January 30, 2010
Units
GDFV
Units
GDFV
Units
GDFV
Outstanding beginning of year
276
$
14.97
267
$
12.61
226
$
17.51
Granted
52
$
38.09
59
$
26.56
180
$
10.39
Dividend equivalents granted for
special dividend
13
Dividend equivalents granted for
quarterly dividends
2
$
45.19
Vested
(55
)
$
14.07
(39
)
$
16.17
(75
)
$
19.77
Forfeited
(15
)
$
22.27
(11
)
$
14.80
(64
)
$
15.30
Outstanding end of year
273
$
18.65
276
$
14.97
267
$
12.61
Weighted Average
Aggregate
Remaining
Intrinsic
As of January 28, 2012: Units
GDFV
Contract Life
Value
Restricted stock units expected to vest
210
$
18.57
1.4 years
$
10,865