v3.26.1
STOCK-BASED COMPENSATION
12 Months Ended
Mar. 31, 2026
Share-Based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION
Stock Incentive Plan
    In September 2017, our stockholders approved our 2017 Stock Incentive Plan (as amended and restated, the "2017 Plan"). The aggregate number of shares issuable under the 2017 Plan is 30.9, subject to adjustment as set forth in the 2017 Plan, and, as of March 31, 2026, there were approximately 11.2 shares available for issuance. The 2017 Plan is administered by the Compensation Committee of the Board of Directors (the "Board") and allows for awards of restricted stock units and other stock-based awards of our common stock to employees and non-employees, including to ZMC in connection with their contract to provide executive management service to us. Subject to the provisions of the plans, the Board, or any Committee appointed
by the Board, has the authority to determine the individuals to whom the equity awards are to be granted, the number of shares to be covered by each equity award, the vesting period, restrictions, if any, on the equity award and the terms and conditions of the equity award.
Stock-Based Compensation Expense
    The following table summarizes stock-based compensation expense included in our Consolidated Statements of Operations:
 Fiscal Year Ended March 31,
202620252024
Cost of revenue$(27.9)$9.4 $24.4 
Selling and marketing95.3 92.4 95.3 
Research and development
88.9 99.0 104.4 
General and administrative
149.0 123.2 111.5 
Stock-based compensation expense before income taxes305.3 324.0 335.6 
(Benefit from) provision for for income taxes2.8 (6.5)(12.2)
Stock-based compensation expense, net of income tax benefit308.1 317.5 323.4 
Capitalized stock-based compensation expense$98.0 $81.4 $85.4 
    During the fiscal year ended March 31, 2026, the forfeiture of awards resulted in the reversal of expense of $49.1 and amounts capitalized as software development costs of $20.2. During the fiscal year ended March 31, 2025, the forfeiture of awards resulted in the reversal of expense of $8.3 and amounts capitalized as software development costs of $8.3. During the fiscal year ended March 31, 2024, the forfeiture of awards resulted in the reversal of expense of $2.4 and amounts capitalized as software development costs of $7.4.
    As of March 31, 2026, the total future unrecognized compensation cost related to outstanding unvested restricted stock was $664.6 and will be either recognized as compensation expense over a weighted-average period of approximately 2.48 years or capitalized as software development costs.
    For the fiscal years ended March 31, 2026, 2025, and 2024, the total fair values of restricted stock units that vested were $574.2, $526.6, and $309.3, respectively.
Restricted Stock Units
Employee Awards
    Time-based restricted stock units granted to employees under our stock-based compensation plans generally vest either annually or quarterly over three years or four years from the date of grant. Certain restricted stock units granted to key officers, senior-level employees, or key employees vest based on market conditions, primarily related to the performance of the price of our common stock. Certain restricted stock units granted to key officers, senior-level employees, or key employees vest based on performance conditions, primarily related to performance metrics around certain of our titles.
ZMC Non-Employee Awards
    In connection with the 2022 Management Agreement and the 2017 Management Agreement, we granted restricted stock units (in thousands) to ZMC (see Note 3 - Management Agreement) as follows:
Fiscal Year Ended March 31,
20262025
Time-based74 102 
Market-based(1)
224 311 
Performance-based(1)
75 104 
Total Restricted Stock Units373 517 
(1) Represents the maximum number of shares eligible to vest.
    Time-based restricted stock units granted pursuant to the 2022 Management Agreement in fiscal year 2026 will vest on June 1, 2026, June 1, 2027, and June 1, 2028, and those granted in fiscal year 2025 partially vested on June 1, 2025 and will
also vest in part on June 1, 2026, and June 1, 2027. Time-based restricted stock units granted in fiscal year 2024, partially vested on June 1, 2024, and June 1, 2025, and will also vest on June 1, 2026.
Market-based restricted stock units granted pursuant to the 2022 Management Agreement in fiscal year 2026 are eligible to vest on June 1, 2028, those granted in fiscal year 2025 are eligible to vest on June 1, 2027, and those granted in fiscal year 2024 are eligible to vest on June 1, 2026. Market-based restricted stock units are eligible to vest based on the Company's Total Shareholder Return (as defined in the relevant grant agreement) relative to the Total Shareholder Return (as defined in the relevant grant agreement) of the companies that constitute the NASDAQ 100 index under the 2022 Management Agreement (as defined in the relevant grant agreement) as of the grant date measured over a three-year period, as applicable. To earn the target number of market-based restricted stock units (which represents 50% of the number of the market-based restricted stock units set forth in the table above), the Company must perform at the 50th percentile, with the maximum number of market-based restricted stock units earned if the Company performs at the 75th percentile.
Performance-based restricted stock units granted pursuant to the 2022 Management Agreement in fiscal year 2026 are eligible to vest on June 1, 2028, those granted in fiscal year 2025 are eligible to vest on June 1, 2027, and those granted in fiscal year 2024 are eligible to vest on June 1, 2026. The performance-based restricted stock units are tied to RCS (as defined in the relevant grant agreement) and are eligible to vest based on the Company's achievement of certain performance metrics (as defined in the relevant grant agreement) of RCS measured over a three-year period. The target number of performance-based restricted stock units that may be earned pursuant to these grants is equal to 50% of the grant amounts set forth in the above table (the numbers in the table represent the maximum number of performance-based restricted stock units that may be earned). At the end of each reporting period, we assess the probability of each performance metric and upon determination that certain thresholds are probable, we record expense for the unvested portion of the shares of performance-based restricted stock units.
The unvested portion of time-based, market-based and performance-based restricted stock units held by ZMC as of March 31, 2026 and 2025 were 1.3 and 1.4, respectively. During the fiscal year ended March 31, 2026, 0.5 restricted stock units previously granted to ZMC vested, and 0.0 restricted stock units were forfeited by ZMC.
Fair Value of Stock-Based Awards
Time-Based Awards
    The estimated value, based on the closing price of our stock on the grant date, of time-based restricted stock units granted to employees during the fiscal years ended March 31, 2026, 2025, and 2024 was $227.49, $162.17, and $138.25 per share, respectively.
    For the fiscal years ended March 31, 2026, 2025, and 2024, the estimated value, based on the closing price of our stock on the grant date, of time-based restricted stock awards granted to ZMC was $226.28, $163.64, and $137.59 per share, respectively.
    The following table summarizes the activity in non-vested restricted stock units to employees and ZMC under our stock-based compensation plans with time-based restricted stock awards presented at 100% of target number of shares that may potentially vest:
Shares (in millions)Weighted Average Fair Value on Grant Date
Non-vested restricted stock units at March 31, 20253.7 $144.18 
Granted1.2 227.42 
Vested(1.7)141.44 
Forfeited(0.3)151.17 
Non-vested restricted stock units at March 31, 20262.9 )$181.05 
Market-Based Awards
    The following table summarizes the weighted-average assumptions used in the Monte Carlo Simulation to estimate the fair value of market-based awards:
Fiscal Year Ended March 31,
202620252024
Employee Market- BasedNon- Employee Market-BasedEmployee Market- BasedNon- Employee Market-BasedEmployee Market- BasedNon- Employee Market-Based
Risk- free interest rate3.8 %3.9 %4.7 %4.6 %4.0 %4.0 %
Expected stock price volatility31.0 %31.0 %34.1 %34.1 %36.6 %36.6 %
Expected service period (years)2.82.82.82.82.82.8
DividendsNoneNoneNoneNoneNoneNone
    The estimated value of market-based restricted stock awards granted to employees during the fiscal years ended March 31, 2026, 2025, and 2024 was $240.83, $241.52, and $195.85 per share, respectively.
For the fiscal years ended March 31, 2026, 2025, and 2024, the estimated value of the market-based restricted stock awards granted to ZMC was $225.09, $232.00, and $193.41 per share, respectively.
    The following table summarizes the activity in non-vested restricted stock units to employees and ZMC under our stock-based compensation plans with market-based restricted stock awards presented at 100% of target number of shares that may potentially vest:
Shares (in millions)Weighted Average Fair Value on Grant Date
Non-vested restricted stock units at March 31, 20251.2 $194.30 
Granted0.6 234.44 
Vested(0.7)175.94 
Forfeited— 229.37 
Non-vested restricted stock units at March 31, 20261.1 )$231.70 
Performance-Based Awards
    The estimated value of performance-based restricted stock awards granted to employees during the fiscal year ended March 31, 2026, 2025, and 2024 was $231.31, $201.82, and $139.21, respectively.
For the fiscal years ended March 31, 2026, 2025, and 2024, the estimated value of the performance-based restricted stock awards granted to ZMC was $168.76, $150.40, and $148.42 per share, respectively.
The following table summarizes the activity in non-vested restricted stock units to employees and ZMC under our stock-based compensation plans with performance restricted stock awards presented at 100% of target number of shares that may potentially vest:
Shares (in millions)Weighted Average Fair Value on Grant Date
Non-vested restricted stock units at March 31, 20253.9 $115.40 
Granted1.0 225.82 
Vested(0.1)126.25 
Forfeited(0.7)212.55 
Non-vested restricted stock units at March 31, 20264.1 )$125.05 
Employee Stock Purchase Plans
    In September 2017, our stockholders approved our 2017 Global Employee Stock Purchase Plan as amended and restated ("ESPP"). The maximum aggregate number of shares of common stock that may be issued under the plan is 9.0, and as of March 31, 2026, there were approximately 7.2 shares available for issuance. The ESPP is administered by the Compensation Committee of the Board and allows for eligible employees an option to purchase shares of our common stock, which the
employee may or may not exercise during an offering period. Eligible employees may authorize payroll deductions of between 1% and 15% of their compensation to purchase shares of common stock at 85% of the lower of the market price of our common stock on the date of commencement of the applicable offering period or on the last day of each six-month purchase period.
    The fair value is determined using the Black-Scholes valuation model. Key assumptions of the Black-Scholes valuation model are the risk-free interest rate, expected volatility, expected term, and expected dividends. The risk-free interest rate is based on U.S. Treasury yields in effect at the time of grant for the expected term of the option. Expected volatility is based on historical stock price volatility. Expected term is determined based on historical exercise behavior, post-vesting termination patterns, options outstanding and future expected exercise behavior. The following table summarizes the assumptions used in the Black-Scholes valuation model to value our purchase rights:
 Fiscal Year Ended March 31,
20262025
Risk-free interest rate
3.8-4.2%
4.4-5.4%
Expected stock price volatility
24.9-34.5%
23.6-25.1%
Expected service period (years)0.50.5
DividendsNoneNone
    For the fiscal year ended March 31, 2026, our employees purchased 0.3 shares for $55.2 with a weighted-average fair value of $169.55. For the fiscal year ended March 31, 2025, our employees purchased 0.4 shares for $46.8 with a weighted-average fair value of $117.53.