Tech Data 2013 Annual Report Download - page 75

Table of Contents
performance goals. Equity-based compensation awards are used by the Company to attract talent and as a retention mechanism for the award
recipients and have a maximum term of ten years, unless a shorter period is specified by the Compensation Committee of the Company’s Board of
Directors (“Compensation Committee”) or is required under local law. Awards under the plans are priced as determined by the Compensation
Committee and under the terms of the Company’s active equity-based compensation plan are required to be priced at, or above, the fair market
value of the Company’s common stock on the date of grant. Awards generally vest between one and four years from the date of grant.
For the fiscal years ended January 31, 2013, 2012 and 2011, the Company recorded $13.6 million , $12.0 million and $10.4 million , respectively,
of stock-based compensation expense, and related income tax benefits of $4.4 million , $3.7 million and $3.1 million , respectively. Cash received
from equity-based incentives exercised during the fiscal years ended January 31, 2013, 2012 and 2011 was $3.4 million , $35.1 million and $5.0
million , respectively, and the actual benefit received from the tax deduction from the exercise of equity-based incentives was $11.7 million , $7.6
million and $4.4 million , respectively, for the fiscal years ended January 31, 2013, 2012 and 2011.
Restricted Stock
The Company’s restricted stock awards are primarily in the form of restricted stock units (“RSUs”) and typically vest in annual installments lasting
between one and four years from the date of grant, unless a different vesting schedule is mandated by country law. All of the RSUs have a fair
market value equal to the closing price of the Company’s common stock on the date of grant. Stock-based compensation expense includes $12.6
million , $10.7 million and $8.0 million for the vesting of RSUs during fiscal 2013, 2012 and 2011, respectively.
A summary of the status of the Company’s RSU activity for the fiscal year ended January 31, 2013 is as follows:
The total fair value of RSUs which vested during the fiscal years ended January 31, 2013, 2012 and 2011 is $9.3 million , $7.9 million and $7.1
million , respectively. The weighted-average estimated fair value of the 272,949 and 277,527 RSUs granted during the fiscal years ended
January 31, 2012 and 2011 was $48.53 and $44.88 , respectively. As of January 31, 2013, the unrecognized stock-based compensation expense
related to non-vested RSUs was $17.0 million , which the Company expects to be recognized over the next three years (over a remaining weighted
average period of two years).
MV Stock
-settled SARs, MVOs and Stock Options
MV Stock-settled SARs and MVOs are similar to traditional stock options, except these instruments contain a predetermined cap on the maximum
earnings potential a recipient can expect to receive upon exercise. In addition, upon exercise, holders of an MV Stock-settled SAR will only receive
shares with a value equal to the spread (the difference between the current market price per share of the Company’s common stock subject to the
predetermined cap and the grant price). The grant price of the MV Stock-settled SARs and MVOs is determined using the last sale price of the
Company’s common stock as quoted on the NASDAQ Stock Market, Inc. on the date of grant (or such higher price as may be required by
applicable laws and regulations of specific foreign jurisdictions). MV Stock-settled SARs, MVOs and stock options vest annually between one and
four years from the date of grant and have a contractual term of ten years.
69
Shares
Weighted-
average grant date
fair value
Outstanding at January 31, 2012 568,498 $43.74
Granted 305,097 52.80
Vested (227,553) 40.75
Canceled (39,275) 47.47
Outstanding at January 31, 2013 606,767 49.18