Quarterly report pursuant to sections 13 or 15(d)

Stockholders' Equity

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Stockholders' Equity
 6 Months Ended
Mar. 31, 2014
Stockholders' Equity [Abstract]  
Stockholders' Equity

Note 7. Stockholders' Equity

Effective November 1, 2008, the Company's Board of Directors authorized the repurchase of up to 350,000 shares of the Company's common stock through November 2013 for the purpose of funding awards under its 2008 Incentive Equity Plan. In September 2013, the Board of Directors authorized the repurchase of up to 105,000 shares of the Company's common stock beginning in November 2013 and continuing through April 2018. Stock repurchases were made on a quarterly basis through open market transactions at times and in such amounts as the Company's broker determined subject to the provisions of SEC Rule 10b-18. As of March 31, 2014, no shares have been purchased and continue to be available for purchase. The following table illustrates the Company's treasury stock transactions for the six months ended March 31, 2014:

(in thousands, except share amounts)   Shares   Cost
 
Balance at September 30, 2013     73,538     $ 2,816  
Purchased     118,792       4,713  
Issued to Directors     (165,678 )     (6,431 )
                 
 
Balance at March 31, 2014     26,652     $ 1,098  

 

Stock-based compensation expense recognized in the Condensed Consolidated Statements of Comprehensive Income in general and administrative expenses was $204,000 and $705,000 for the three and six months ended March 31, 2014, respectively, and $174,000 and $315,000 for the three and six months ended March 31, 2013, respectively. Stock-based compensation is recorded for the Board of Directors fees paid in treasury stock and the Long Term Incentive Compensation Plan restricted common stock awards. The amount for the six months ended March 31, 2014 includes $184,000 related to the acceleration of the vesting of the Long Term Incentive common stock awards in accordance with the change in control discussed below.

Dilution

The dilutive effect on the weighted average shares outstanding of the company's various equity instruments is detailed below:


           
(in thousands) For the Three Months Ended
March 31, 		For the Six Months Ended
March 31,
 
    2014   2013   2014

 

 

 2013
                                 
Weighted Average Shares Outstanding - Basic     7,345       7,293       7,313       7,324  
Unvested Restricted Stock Awards     4       27       36       13  
                                 
Weighted Average Shares Outstanding - Diluted     7,349       7,320       7,349       7,337  

 

Long Term Incentive Plan

On May 26, 2011, the Company's Board of Directors approved the Long-Term Incentive Program as part of the 2008 Equity Incentive Plan. The Company approved the contingent award of 152,403 shares of common stock to Named Executive Officers (the "NEOs") of the Company. On May 26, 2011, 58,610 shares were granted to the NEOs other than the Chief Executive Officer ("CEO") and on April 19, 2012, 93,793 shares were awarded to the CEO under restricted stock award agreements.

All of the shares of restricted stock awarded under the Long-Term Incentive Program vested automatically upon the acquisition by 734 Investors, LLC of a controlling interest in the Company. In December 2013, the Company determined that it would repurchase half of the 58,610 gross shares awarded to NEOs other than the CEO immediately upon their issuance for the purpose of retaining treasury shares for future issuance. As a result, the Company issued 68,944 shares of treasury stock in January 2014, net of withholdings for income taxes and repurchase of treasury shares. The Company has recognized $184,000 of stock-based compensation expense related to the acceleration of vesting of these grants during the quarter ended December 31, 2013.