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STOCK-BASED COMPENSATION | 12 Months Ended
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Jun. 26, 2024
Share-Based Payment Arrangement [Abstract] |
STOCK-BASED COMPENSATION | Our shareholder approved stock-based compensation plans include the Stock Option and Incentive Plan for employees (“Employee Plan”) and the Stock Option and Incentive Plan for Non-Employee Directors and Consultants (“Non-Employee Plan” and collectively, the “Plans”). In fiscal 2023, our shareholders approved and we registered an additional 0.3 million shares of common stock of Brinker International, Inc. available for issuance under the Non-Employee Plan. The Plans provide for grants of options to purchase our common stock, performance shares, restricted stock, restricted stock units, and stock appreciation rights. Additionally, grants to eligible employees may vest over a specified period of time or service period, or may contain performance-based conditions. As of June 26, 2024, the total number of shares authorized for issuance to employees and non-employee directors and consultants under the Plans was 39.0 million shares. Presented below is total stock-based compensation expenses, and the related total income tax benefit recognized in the Consolidated Statements of Comprehensive Income:
| Fiscal Years Ended
| June 26, 2024 |  | June 28, 2023 |  | June 29, 2022
Stock-based compensation expenses | $ | 25.9 |  |  | $ | 14.4 |  |  | $ | 18.6 |
Tax benefit related to stock-based compensation expenses | 4.3 |  |  | 2.6 |  |  | 3.9 |
Restricted Share Awards Restricted share awards consist of performance shares and restricted stock units. In fiscal 2024, fiscal 2023 and fiscal 2022, eligible employees under the Plans were granted performance shares whose vesting is contingent upon meeting Company performance goals based on our earnings at the end of a three-fiscal-year period. The number of shares that will vest varies depending on the amount of earnings achieved as compared to the target amount. The fiscal 2024 and fiscal 2023 grants also include a provision that will increase or decrease the number of shares to be vested if Brinker’s relative TSR ranking compared to the peer group falls in the top 25% or bottom 25%, respectively. The number of shares that can vest ranges from 0% of target to 200% of target. Expenses are recognized ratably over the vesting period, or to the date on which retirement eligibility is achieved, if shorter, based upon management’s periodic estimates of the number of shares that will be earned under the Company performance metric. Restricted stock units granted to eligible employees under the Plans generally vest over a three-year period from the date of grant. Restricted stock units issued to eligible employees under our career equity plan generally vest upon each employee’s retirement from the Company. Expenses are recognized ratably over the vesting period, or to the date on which retirement eligibility is achieved, if shorter. Full or partial vesting of awards may occur upon a change in control (as defined in the Plans), or upon an employee’s death, disability or involuntary termination. Restricted stock units granted to non-employee directors under the Plans are non-forfeitable and are expensed upon grant. Non-employee directors’ awards have variable distribution dates ranging from one year after grant to two years following departure from the Board. Restricted share award transactions, including performance shares reflected at target, during fiscal 2024 were as follows (fair value per award in dollars):
| Number of Restricted Share Awards |  | Weighted Average Grant Date Fair Value Per Award
Restricted share awards outstanding at June 28, 2023 | 1.5 |  |  | $ | 36.97 |
Granted | 0.7 |  |  | 35.03 |
Vested | (0.5) |  |  | 39.18 |
Forfeited | (0.1) |  |  | 34.69 |
Restricted share awards outstanding at June 26, 2024 | 1.6 |  |  | $ | 35.12 |
As of June 26, 2024, unrecognized compensation expenses related to unvested restricted share awards that are expected to vest totaled approximately $18.1 million and will be recognized over a weighted average period of 1.6 years. The fair value of shares that vested is as follows:
| Fiscal Years Ended
| June 26, 2024 |  | June 28, 2023 |  | June 29, 2022
Fair value of restricted share awards vested | $ | 16.8 |  |  | $ | 16.1 |  |  | $ | 18.1 |
Stock Options In fiscal 2019 and fiscal 2018, certain eligible employees under the Plans were granted performance stock options whose vesting was contingent upon meeting Company performance goals based on our annual earnings at the end of fiscal 2021 and fiscal 2022. Expenses for performance stock options were recognized using a graded-vesting schedule over the vesting period based upon management’s periodic estimates of the number of stock options that ultimately vested. At the end of fiscal 2021, the first performance goal was met, resulting in the vesting of 0.4 million, or one-half, of the outstanding performance stock options. At the end of fiscal 2022, the second performance goal was not met, which resulted in the forfeiture of the remaining 0.4 million performance stock options. The options have a contractual term to exercise of no later than August 31, 2025. Stock options that do not contain a performance condition were also granted to eligible employees in the fiscal years prior to fiscal 2021. Expenses related to these stock options were recognized using a graded-vesting schedule over the vesting period or to the date on which retirement eligibility was achieved, if shorter. Stock options generally vested over a period of 1 to 4 years and have contractual terms to exercise of 8 years. Full or partial vesting of awards may have occurred upon a change in control (as defined in the Plans), or upon an employee’s death, disability or involuntary termination. No stock options have been granted in fiscal 2024, fiscal 2023, or fiscal 2022. Stock option transactions during fiscal 2024 were as follows (option prices in dollars):
| Number of Options |  | Weighted Average Exercise Price |  | Weighted Average Remaining Contractual Life (Years) |  | Aggregate Intrinsic Value
Stock options outstanding at June 28, 2023 | 1.0 |  |  | $ | 40.74 |  |  |  |  |
Exercised | (0.7) |  |  | 40.94 |  |  |  |  |
Forfeited or canceled | (0.1) |  |  | 49.09 |  |  |  |  |
Stock options outstanding and exercisable at June 26, 2024 | 0.2 |  |  | $ | 38.03 |  |  | 1.9 |  | $ | 8.5 |
The intrinsic value and related tax benefit of options exercised is as follows:
| Fiscal Years Ended
| June 26, 2024 |  | June 28, 2023 |  | June 29, 2022
Intrinsic value of options exercised | $ | 11.5 |  |  | $ | 3.3 |  |  | $ | 0.2 |
Tax benefit realized on options exercised | 1.1 |  |  | 0.8 |  |  | — |

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