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STOCK-BASED COMPENSATION
12 Months Ended
Jun. 30, 2025
Share-Based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION
(14) STOCK-BASED COMPENSATION
Stock-based compensation expense is recognized over the requisite service period, which generally equals the stated vesting period. The Company does not estimate forfeiture rates but rather adjusts for forfeitures in the periods in which they occur. For the years ended June 30, 2025, 2024 and 2023, the associated deferred tax benefit was calculated at rates of 25% which represents the expected effective income tax rate at the time of the compensation expense deduction and differs from the Company’s current effective income tax rate. See Note 16 - Income Taxes for further information.
Stock-based compensation expense and the resulting deferred tax benefits were as follows (in thousands):
Year Ended June 30,
202520242023
Pre-tax stock-based compensation expense$23,154 $23,290 $13,734 
Deferred tax benefit (a)
3,874 4,991 3,174 
Total stock-based compensation expense, net of tax$19,280 $18,299 $10,560 
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(a)For the years ended June 30, 2025, 2024 and 2023, the deferred tax benefit was reduced by $2.0 million, $0.9 million, and $0.3 million, respectively, attributable to stock-based compensation expense that is nondeductible for tax purposes pursuant to Section 162(m) as amended by the Tax Cuts and Jobs Act of 2017.
Premier 2013 Equity Incentive Plan
The Premier 2013 Equity Incentive Plan, as amended and restated (and including any further amendments thereto, the “2013 Equity Incentive Plan”) provided for grants of up to 14.8 million shares of the Company’s Common Stock, all of which were eligible to be issued as non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units, or performance share awards. On September 24, 2023, the 2013 Equity Incentive Plan expired; no new grants are issuable under the 2013 Equity Incentive Plan after that date.
Premier 2023 Equity Incentive Plan
The Premier 2023 Equity Incentive Plan (the “2023 Equity Incentive Plan”) provides for grants of up to 6.0 million shares of the Company’s Common Stock, all of which are eligible to be issued as non-qualified stock options, incentive stock options, stock appreciation rights, restricted shares, restricted stock units, or performance share awards. As of June 30, 2025, there were approximately 3.9 million shares available for grant under the 2023 Equity Incentive Plan.
The following table includes information related to restricted stock, performance share awards, and stock options for the year ended June 30, 2025:
Restricted StockPerformance Share AwardsStock Options
Number of AwardsWeighted Average Fair Value at Grant DateNumber of AwardsWeighted Average Fair Value at Grant DateNumber of OptionsWeighted Average Exercise Price
Outstanding at June 30, 2024
2,201,729 $28.23 1,578,203 $28.14 443,580 $33.17 
Granted1,253,429 20.88 286,314 19.95 — — 
Vested/exercised(1,061,942)30.32 — — — — 
Forfeited(285,075)23.28 (231,273)19.82 (158,785)32.45 
Outstanding at June 30, 2025
2,108,141 $23.48 1,633,244 $19.70 284,795 $33.57 
Stock options outstanding and exercisable at June 30, 2025
284,795 $33.57 
The weighted average fair value at grant date of restricted stock granted for the years ended June 30, 2025, 2024 and 2023 was $20.88, $21.61, and $31.20, respectively. The total fair value of restricted stock vested for the years ended June 30, 2025, 2024 and 2023 was $32.2 million, $17.7 million and $9.4 million, respectively.
The weighted average fair value at grant date of performance share awards granted for the years ended June 30, 2025, 2024 and 2023 was $19.95, $18.70, and $35.34, respectively. There were no performance share awards vested during the year ended June 30, 2025. The total fair value of performance share awards vested for the years ended June 30, 2024 and 2023 was $13.4 million and $30.1 million, respectively.
There were no stock options granted for the years ended June 30, 2025, 2024 and 2023. There were no stock options exercised during the years ended June 30, 2025 and 2024. The total fair value of stock options exercised for the year ended June 30, 2023 was $11.7 million.
Restricted stock units issued prior to June 1, 2023 generally vest in full at the end of a three-year period for employees and a one-year period for directors. Beginning June 1, 2023, restricted stock units issued to employees generally vest in equal annual installments over a three-year period.
Performance share awards vest based on performance goals established for a specified performance period. Final achievement against goals is determined after the end of the full performance period depending on whether and to what extent performance goals are met, subject to a cap on above-target performance payouts. All of the Company’s outstanding performance share awards were issued based on three fiscal year performance periods, with the shares vesting at the end of each fiscal year, though not earned until after the end of those periods. However, the outstanding awards vary on whether vesting is based on separate goals for each of the fiscal years within the three fiscal year performance period or aggregate goals for the entire three fiscal year performance period. The Company accounts for achievement and expected payouts on an annual basis, but shares under the awards are not earned and paid out until a final determination after the end of the three fiscal year performance period, and entitlement is generally conditioned on continuing employment.
All stock options were granted under the 2013 Equity Plan and vested in equal annual installments over a three-year period. As of June 30, 2025, all stock options were fully vested. Stock options have a term of 10 years from the date of grant. Vested stock options will generally expire on the earlier of the scheduled expiration date and 12 months after an employee’s termination with the Company; however, in certain termination circumstances, vested stock options will expire on the earlier of the scheduled expiration date and 90 days after an employee’s termination with the Company.
Unrecognized stock-based compensation expense at June 30, 2025 was as follows (in thousands):
Unrecognized Stock-Based Compensation ExpenseWeighted Average Amortization Period
Restricted stock$28,192 1.8 years
Performance share awards14,227 1.8 years
Total unrecognized stock-based compensation expense$42,419 1.8 years
At June 30, 2025, there was no unrecognized stock-based compensation expense for outstanding stock options. There were no stock options exercised during the year ended June 30, 2025, and the stock options outstanding and exercisable at June 30, 2025 had zero aggregate intrinsic value.
During the year ended June 30, 2025, the Company modified the performance goals for performance share awards that were granted in fiscal years 2023 and 2024 held by approximately 300 employees, excluding certain senior executives, which for financial accounting purposes resulted in the termination of historical grants and reissuance under modified terms. Total incremental compensation costs resulting from these modifications is expected to be approximately $7.8 million.