STOCK-BASED COMPENSATION

12 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

The following table summarizes stock-based compensation expense recognized in the consolidated statements of operations:


	Fiscal Year Ended March 31,
	2022		2021		2020
Cost of revenue	$	36,836	$	27,682	$	16,272
General and administrative expenses	32,948		32,162		27,018
Total	$	69,784	$	59,844	$	43,290

The following table summarizes the total stock-based compensation expense recognized in the consolidated statements of operations by the following types of equity awards:


	Fiscal Year Ended March 31,
	2022		2021		2020
Equity Incentive Plan Options	$	1,793	$	2,625	$	2,741
Restricted Stock and Other Awards	67,991		57,219		40,549

Total	$	69,784	$	59,844	$	43,290

As of March 31, 2022 and 2021, there was $48.9 million and $43.3 million, respectively, of total unrecognized compensation cost related to unvested stock-based compensation agreements. The unrecognized compensation cost as of March 31, 2022 is expected to be fully amortized over the next 4.7 years. Absent the effect of forfeiture or acceleration of stock compensation cost for any departures of employees, the following tables summarize the unrecognized compensation cost, the weighted average period the cost is expected to be amortized, and the estimated annual compensation cost for the future periods indicated below (excludes any future award):


	Unrecognized Compensation Cost				Weighted Average Remaining Period to be Recognized
	March 31, 2022		March 31, 2021		March 31, 2022	March 31, 2021
Equity Incentive Plan Options	$	2,359	$	3,426	3.2	3.5
Restricted Stock and Other Awards	46,528		39,881		1.7	1.9
Total	$	48,887	$	43,307


	Total Unrecognized Compensation Cost
	Total		2023		2024		2025		2026		2027
Equity Incentive Plan Options	$	2,359	$	1,274	$	681	$	312	$	88	$	4
Restricted Stock and Other Awards	46,528		30,448		12,455		3,238		387		—
Total	$	48,887	$	31,722	$	13,136	$	3,550	$	475	$	4

Equity Incentive Plan

Awards under the Company's Equity Incentive Plan, or EIP, may be made in the form of stock options; stock purchase rights; restricted stock; restricted stock units; performance shares; performance units; stock appreciation rights; deferred share units; dividend equivalents; and other stock-based awards. As of March 31, 2022 and 2021, there were 8.6 million and 9.3 million shares, respectively, available for future grant under the EIP.

Stock Options

Stock options under the EIP are granted at the discretion of the Board of Directors or its Compensation, Culture and People Committee and expire ten years from the grant date. Stock options generally vest in equal installments over a five-year period subject to the grantee’s continued service on each applicable vesting. All options under the EIP are exercisable, upon vesting, for shares of Class A Common Stock of Holding.

During fiscal 2022 and 2021, the Company granted 0.1 million and 0.3 million options under the EIP, with an aggregate grant date fair value of $1.6 million and $3.6 million, respectively.The total fair value of EIP options vested during both fiscal 2022 and 2021 were $2.4 million. The total intrinsic value of EIP options exercised during fiscal 2022 and 2021 was $11.4 million and $28.9 million, respectively.

As of March 31, 2022 and 2021, 0.3 million and 0.5 million options were unvested under the EIP, with a weighted average grant date fair value of $12.73 and $11.64, respectively. There were 1.3 million and 1.4 million EIP options outstanding as of March 31, 2022 and 2021, with a weighted average exercise price of $49.34 and $44.86, respectively.

Annual Incentive Plans

On October 1, 2010, the Board of Directors adopted an Annual Incentive Plan, or AIP, in connection with the initial public offering to more appropriately align the Company’s compensation programs with those of similarly situated companies. The amount of the annual incentive payment is determined based on performance targets established by the Board of Directors and a portion of the bonus may be paid in the form of equity (including stock and other awards under the EIP). Such equity awards vest over a three-year period subject to the employee’s continued service to the Company. The related expense is recognized in the accompanying consolidated statements of operations based on grant date fair value over the vesting period of three years.

The Company maintains annual incentive programs for officers and key employees. The equity compensation would be issued in the form of restricted stock units of which a portion would vest based on the passage of time, and the other portion would vest based on specified performance conditions to be achieved over a specified time period. A restricted stock unit represents a contingent right to receive one share of Class A Common Stock upon vesting. Service-based restricted stock units vest in equal installments over a three-year period subject to the grantee's continued service on each applicable vesting date and are settled for shares of Class A Common Stock. Dividend equivalents are paid in respect of the service-based restricted stock units when dividends are paid on the Company's Class A Common Stock. Performance-based awards vest at the end of a three-year period subject to certain specified financial performance criteria and the grantee's continued service through the period. These awards are settled for Class A Common Stock and dividend equivalents. Compensation expense for performance-based awards during the performance period is estimated at each reporting date using management's expectation of the probable achievement of the specified performance criteria.

The Company also maintains a program whereby certain non-officer employees would be eligible to receive a portion of their annual bonus in equity. The equity compensation would be issued in the form of restricted stock units that would vest immediately after issuance or over an applicable vesting period subject to the employee's continued service for the Company. The associated expense will be recognized in the accompanying consolidated statements of operations based on grant date fair value.

Grants of Class A Restricted Common Stock and Restricted Stock Units

During fiscal 2022, the Board of Directors granted an aggregate of 1.1 million Restricted Stock Units with service-based and performance-based vesting conditions to existing officers, vice presidents, and other employees and non-employees of the Company, as well as to newly promoted and hired partners and vice presidents. The awards will vest based on the applicable vesting period for the specific award subject to the employees' continued employment with the Company. The Board of Directors also granted Class A Restricted Common Stock to members of the Board of Directors during fiscal 2022. These awards generally vest over one year.

The aggregate fair value of all awards issued during fiscal 2022 was $89.9 million and was based on the grant date stock price, which ranged from $41.65 to $89.78. This amount will be recognized in the accompanying consolidated statements of

operations over the applicable vesting period of the awards. The total fair value of restricted stock shares vested during fiscal 2022 and 2021 was $59.6 million and $49.8 million, respectively.

As permitted under the terms of the EIP, the Compensation, Culture and People Committee, as Administrator of the Plan, authorized the withholding of taxes not to exceed the minimum statutory withholding amount, through the surrender of shares of Class A Common Stock issuable upon the vesting or accelerated vesting of Restricted Stock. As a result of these transactions, the Company repurchased 0.3 million shares and recorded them as treasury shares at a total cost of $29.3 million in fiscal 2022.

The following table summarizes unvested restricted stock activity for the periods presented:


	Number of Shares	Weighted Average Grant Date Fair Value

Unvested Restricted Stock Awards
Unvested at March 31, 2021	920,500	$	65.37
Granted	1,154,622	77.85
Vested	935,485	63.72
Forfeited	75,377	80.33
Unvested at March 31, 2022	1,064,260	$	79.29

Employee Stock Purchase Plan

The Company offers a tax qualified Employee Stock Purchase Plan, or ESPP, which is designed to enable eligible employees to periodically purchase shares of the Class A Common Stock at a five percent discount from the fair market value of the Class A Common Stock. The ESPP provides for quarterly offering periods. For the year ended March 31, 2022, 0.3 million shares of Class A Common Stock were purchased by employees under the ESPP. Since the program's inception, 3.2 million shares have been purchased by employees of the total 10 million shares available.