Annual report pursuant to Section 13 and 15(d)

Stock-Based Compensation (Tables)

Stock-Based Compensation (Tables)

12 Months Ended

Mar. 31, 2019

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Stock-Based Compensation

Total stock-based compensation is reflected in the Consolidated Statements of Operations as follows:



	Fiscal Year Ended March 31,
(in thousands)	2019		2018
Cost (benefit) of revenue	$	47	$	30
Sales and marketing	369		272
Research and development	174		167
General and administrative	581		802
Stock-based compensation	1,171		1,271
Income tax benefit	—		—
Total stock-based compensation, after taxes	$	1,171	$	1,271

Stock option activity

Option activity for the fiscal year ended March 31, 2019 is as follows:



	Shares		Weighted- Average Exercise Price Per Share		Weighted- Average Remaining Contractual Term (in years)	Aggregate Intrinsic Value⁽¹⁾ (in thousands)
Outstanding on March 31, 2018	197,936		$	4.87
Granted	100,000		$	3.14
Exercised	—		$	—
Forfeited	(1,460	)	$	4.66
Expired	(2,998	)	$	4.69
Outstanding on March 31, 2019	293,478		$	4.28	4.4	$	0
Exercisable on March 31, 2019	148,700		$	5.21	3.3	$	0

⁽¹⁾ The intrinsic value for the stock options is calculated based on the difference between the exercise price of the underlying awards and the Westell Technologies’ closing stock price as of the reporting date.

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]

The fair value of each option was estimated on the date of grant using the Black-Scholes option pricing model with the following weighted-average assumptions:



	Fiscal Year Ended March 31,
	2019		2018
Input assumptions:
Expected volatility	61	%	60	%
Risk-free interest rate	2.8	%	1.7	%
Expected life	4 years		4 years
Expected dividend yield	0	%	0	%
Output weighted-average grant date fair value	$1.44		$1.41

Restricted stock activity

The following table sets forth restricted stock activity for the fiscal year ended March 31, 2019:



	Shares		Weighted-Average Grant Date Fair Value
Non-vested as of March 31, 2018	62,761		$3.35
Granted	63,334		$2.86
Vested	(62,761	)	$3.35
Forfeited	—		$0.00
Non-vested as of March 31, 2019	63,334		$2.86

The Company recorded $0.2 million and $0.3 million of expense in the fiscal years ended March 31, 2019 and 2018, respectively, related to restricted stock. As of March 31, 2019, there was $0.1 million of pre-tax unrecognized compensation expense, related to non-vested restricted stock, which is expected to be recognized over a weighted-average period of 0.4 years. The total intrinsic fair value of shares vested was $0.2 million during both of the fiscal years ended March 31, 2019 and 2018.

Restricted Stock Units (RSUs)

In fiscal years 2019 and 2018, there were 412,500 and 570,000 shares with a weighted-average grant date fair value of $3.08 and $2.91, respectively, of RSUs awarded to certain key employees. These awards convert into shares of Class A Common Stock on a one-for-one basis upon vesting. The Company recognizes compensation expense on a straight-line basis over the vesting for the award based on the market value of Westell Technologies stock on the date of grant.

The Company recorded stock-based compensation expense of $0.9 million for RSUs in both fiscal years 2019 and 2018. As of March 31, 2019, there was approximately $1.2 million of pre-tax unrecognized compensation expense related to the RSUs, which is expected to be recognized over a weighted-average period of 1.8 years. The total intrinsic fair value of RSUs vested was $0.6 million and $0.5 million during fiscal years 2019 and 2018, respectively.

The following table sets forth the RSUs activity for the fiscal year ended March 31, 2019:



	Shares		Weighted-Average Grant Date Fair Value
Non-vested as of March 31, 2018	518,450		$3.03
Granted	412,500		$3.08
Vested	(189,445	)	$3.21
Forfeited	(76,378	)	$2.89
Non-vested as of March 31, 2019	665,127		$3.03

Performance-based RSUs (PSUs)

During fiscal year 2019, 50,000 PSUs were granted. Those PSUs will be earned based upon achievement of performance goals tied to growing revenue and non-GAAP profitability targets for the first, second, third, and fourth quarters of fiscal year 2019 and toward the annual fiscal year 2019 objective, but have a continued employment provision and will vest one year from the grant date. During fiscal year 2018, 40,000 PSUs were granted, but were all forfeited prior to vesting. Upon vesting, the PSUs convert into shares of Class A Common Stock of the Company on a one-for-one basis.

The Company recorded stock-based compensation expense of $14,000 and $40,000 for PSUs in fiscal years 2019 and 2018, respectively. The total intrinsic fair value of PSUs vested during fiscal years 2019 and 2018 was $0 and $141,000, respectively.

The following table sets forth the PSUs activity for the fiscal year ended March 31, 2019:



	Shares		Weighted-Average Grant Date Fair Value
Non-vested as of March 31, 2018	—		$0.00
Granted	50,000		$3.14
Vested	—		$0.00
Forfeited	(45,000	)	$3.14
Non-vested as of March 31, 2019	5,000		$3.14