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SEC Filings

10-K
CHIPOTLE MEXICAN GRILL INC filed this Form 10-K on 02/08/2018
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The following table reflects the weighted average assumptions utilized in the Black-Scholes option-pricing model to value SOSAR awards granted for each year:  





 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 



 

2017

 

2016

 

2015

Risk-free interest rate

 

 

1.6 

%

 

 

1.0 

%

 

 

1.1 

%

Expected life (years)

 

 

3.7 

 

 

 

3.5 

 

 

 

3.4 

 

Expected dividend yield

 

 

0.0 

%

 

 

0.0 

%

 

 

0.0 

%

Volatility

 

 

29.9 

%

 

 

32.2 

%

 

 

30.8 

%

Weighted-average Black-Scholes fair value per share at date of grant

 

$

105.97 

 

 

$

117.48 

 

 

$

156.32 

 



The risk-free interest rate is based upon U.S. Treasury rates for instruments with similar terms and the expected life assumptions were based on our historical data. We have not paid dividends to date and do not plan to pay dividends in the near future. The volatility assumption was based on our historical data and implied volatility.

A summary of non-vested stock award activity under the 2011 Stock Incentive Plans and prior stock compensation plan is as follows (in thousands, except per share data):





 

 

 

 

 

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 

 

 

 

 

 

 



2017

 

2016

 

2015



Shares

 

Weighted Average Grant Date Fair Value
Per Share

 

Shares

 

Weighted Average Grant Date Fair Value
Per Share

 

Shares

 

Weighted Average Grant Date Fair Value
Per Share

Outstanding, beginning of year

125 

 

$

606.24 

 

116 

 

$

511.88 

 

70 

 

$

525.60 

Granted

127 

 

$

436.36 

 

90 

 

$

509.05 

 

47 

 

$

785.32 

Vested

(8)

 

$

454.84 

 

(7)

 

$

605.83 

 

(1)

 

$

413.07 

Forfeited or cancelled

(31)

 

$

502.46 

 

(74)

 

$

529.54 

 

 -

 

$

534.55 

Outstanding, end of year

213 

 

$

519.62 

 

125 

 

$

606.24 

 

116 

 

$

511.88 

There were 141 non-vested stock awards with a weighted average grant date fair value per share of $522.38 that were vested and expected to vest as of December 31, 2017. The aggregate intrinsic value of the shares was $32,829 and the weighted average remaining contractual life was 5.8 years. Unearned compensation for non-vested stock awards we have determined are probable of vesting was $37,962 as of December 31, 2017, and is expected to be recognized over a weighted average period of 1.6 years. The fair value of shares earned as of the vesting date during the year ended December 31, 2017, 2016, and 2015 was $3,524,  $2,787, and $634, respectively.

As of December 31, 2017,  133 of the outstanding non-vested stock awards were subject to performance and/or market conditions, in addition to service vesting conditions. During the first quarter of 2017,  we awarded 36 performance shares that are subject to service, market and performance vesting conditions. Two-thirds of the shares had a grant date fair value of $485.53 per share and have vesting criteria based on the price of our common stock reaching certain targets for a consecutive number of days during the three-year period starting on the grant date, with the quantity of shares that vest ranging from 0% to 350% of the targeted number of shares. The remaining one-third of the shares had a grant date fair value of $427.61 and have vesting criteria based on reaching certain comparable restaurant sales increases during the three-year period starting on January 1, 2017, with the quantity of shares that vest ranging from 0% to 300% of the targeted number of shares.  If the defined minimum targets are not met, then no shares will vest.

During the year ended December 31, 2016, we awarded 73 performance shares, net of cancellations, that are subject to both service and market vesting conditions. The quantity of shares that vest will range from 0% to 400% of a targeted number of shares, and will be determined based on the price of our common stock reaching certain targets for a consecutive number of days during the three-year period starting on the grant date.  If the minimum defined stock price target is not met, then no shares will vest.

During the year ended December 31, 2015, we awarded 40 performance shares that were subject to service, performance, and market vesting conditions.  The quantity of shares that vest will be determined based on our relative performance versus a restaurant industry peer group in annual average revenue growth, net income growth, and total shareholder return. The quantity of shares that vest will range from 0% to 200% based on the level of achievement of the performance and market conditions. If minimum targets are not met, then no shares will vest. Each performance and market measure will be weighted equally, and performance is calculated over a three-year period beginning January 1, 2015 through December 31, 2017.

56

 


 

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