EMPLOYEE BENEFIT PLANS

12 Months Ended

Mar. 31, 2024

Share-Based Payment Arrangement [Abstract]

Employee Benefit Plans

Defined Contribution Plans

The Company sponsors a 401(k) defined contribution savings plan for its domestic employees and defined contribution retirement plans for its international employees. The Company contributed $12,526, $10,640, and $5,294 to these plans during the years ended March 31, 2024, 2023, and 2022, respectively.

Share-Based Incentive Plans

Following the IPO, additional awards of restricted shares and restricted stock units have been and will be made under the Amended and Restated Houlihan Lokey, Inc. 2016 Incentive Award Plan (the "2016 Incentive Plan"), which became effective in August 2015 and was amended in October 2017. Under the 2016 Incentive Plan, it is anticipated that the Company will continue to grant cash and equity-based incentive awards to eligible service providers in order to attract, motivate, and retain the talent necessary to operate the Company's business. Equity-based incentive awards issued under the 2016 Incentive Plan generally vest over a four-year period. Restricted shares of Class A common stock were granted under the 2016 Incentive Plan to i) six independent directors in the first quarter of fiscal 2022 at $73.19 per share, (ii) six independent directors in the first quarter of fiscal 2023 at $84.55, and (iii) six independent directors in the first quarter of fiscal 2024 at $87.60.

An excess tax benefit of $7,468 and $8,044 was recognized during the years ended March 31, 2024 and 2023, respectively, as a component of the provision for income taxes and an operating activity on the Consolidated Statements of Cash Flows. The Company recorded cash outflows of $(70,713), $(42,283), and $(33,741) related to the settlement of share-based awards in satisfaction of withholding tax requirements in financing activities on the Consolidated Statements of Cash Flows for the years ended March 31, 2024, 2023, and 2022, respectively.

We recognize compensation expense for all stock-based awards, including restricted stock and restricted stock units ("RSU"s), based on the estimate of fair value of the award at the grant date. The fair value of each restricted stock and RSU award is measured based on the closing stock price of our common stock on the date of grant. We account for forfeitures as they occur. The compensation expense is recognized using a straight-line basis over the requisite service periods of the awards, which is four years.

The share awards are classified as equity awards at the time of grant unless the number of shares granted is unknown. Awards that are settleable in shares based upon a future determinable stock price are classified as liabilities until the price is established and the resulting number of shares is known, at which time they are re-classified from liabilities to equity awards. Activity in equity classified share awards that relate to the Company's 2006 Incentive Award Plan (the "2006 Incentive Plan") and the 2016 Incentive Plan during the years ended March 31, 2024, 2023, and 2022, is as follows:


Unvested Share Awards	Shares	Weighted Average Grant Date Fair Value
Balance, April 1, 2021	2,744,605	$	51.37
Granted	2,689,459	82.45
Vested	(1,039,535)	47.77
Shares repurchased/forfeited	(80,154)	61.14
Balance, March 31, 2022	4,314,375	71.42
Granted	2,266,088	84.78
Vested	(1,175,311)	59.77
Shares repurchased/forfeited	(123,373)	79.00
Balance, March 31, 2023	5,281,779	79.57
Granted	1,244,902	87.60
Vested	(1,655,390)	74.28
Shares repurchased/forfeited	(352,267)	84.05
Balance, March 31, 2024	4,519,024	$	83.37

Activity in liability classified share awards during the years ended March 31, 2024, 2023, and 2022 is as follows:


Awards Settleable in Shares	Fair Value
Balance, April 1, 2021	$	16,950
Offer to grant	4,344
Share price determined-converted to cash payments	(2,676)
Share price determined-transferred to equity grants (1)	(4,269)
Forfeited	—
Balance, March 31, 2022	14,349
Offer to grant	5,318
Share price determined-converted to cash payments	(2,664)
Share price determined-transferred to equity grants (1)	(3,411)
Forfeited	(1,621)
Balance, March 31, 2023	11,971
Offer to grant	7,022
Share price determined-converted to cash payments	(3)
Share price determined-transferred to equity grants (1)	(1,806)
Forfeited	—
Balance, March 31, 2024	$	17,184

(1)40,702, 46,430, and 57,721 shares for the years ended March 31, 2024, 2023, and 2022, respectively.

The following table summarizes the activity of our RSUs for the years ended March 31, 2024, 2023, and 2022, respectively.


Restricted Stock Units	RSUs	Weighted Average Grant Date Fair Value
RSUs as of April 1, 2021	38,475	$	55.57
Issued	1,014,641	96.20
Forfeitures	(2,159)	66.32
Vested	(12,454)	53.80
RSUs as of March 31, 2022	1,038,503	95.27
Issued	50,556	84.55
Forfeitures	(14,275)	96.82
Vested	(24,138)	63.75
RSUs as of March 31, 2023	1,050,646	95.46
Issued	94,286	87.60
Forfeitures	(266,883)	94.38
Vested	(34,319)	91.07
RSUs as of March 31, 2024	843,730	$	95.09

Compensation expenses for the Company associated with both equity-classified and liability-classified awards totaled $166,595, $156,936, and $91,875 for the years ended March 31, 2024, 2023, and 2022, respectively. As of March 31, 2024 and March 31, 2023 there was $298,100 and $367,607, respectively, of total unrecognized compensation cost related to unvested share awards granted under the 2016 Incentive Plan. These costs are recognized over a weighted average period of 2.9 years and 2.3 years, as of March 31, 2024 and March 31, 2023, respectively.

On October 19, 2017, our board of directors approved an amendment (the “Amendment”) to the 2016 Incentive Plan reducing the number of shares of common stock available for issuance under the 2016 Incentive Plan by approximately 12.2 million shares. Under the Amendment, the aggregate number of shares of common stock that are available for issuance under awards granted pursuant to the 2016 Incentive Plan is equal to the sum of (i) 8.0 million and (ii) any shares of our Class B common stock that are subject to awards under our 2006 Incentive Plan that terminate, expire or lapse for any reason after October 19, 2017.

The number of shares available for issuance increased annually beginning on April 1, 2018 and ending on April 1, 2025, by an amount equal to the lowest of:

•6,540,659 shares of our Class A common stock and Class B common stock;

•Six percent of the shares of Class A common stock and Class B common stock outstanding on the final day of the immediately preceding fiscal year; and

•such smaller number of shares as determined by our board of directors.

On April 28, 2022, our board of directors approved the registration of an additional 10,000,000 shares of Class A Common Stock and 10,000,000 shares of Class B Common Stock to be issued pursuant to the 2016 Incentive Plan.