XML 32 R20.htm IDEA: XBRL DOCUMENT v3.22.2.2
Share-Based Compensation
 6 Months Ended
Sep. 30, 2022
Share-Based Payment Arrangement [Abstract]  
Share-Based Compensation Share-Based Compensation
In connection with our initial public offering, the Board of Directors adopted the 2005 Long-Term Equity Incentive Plan (the “2005 Plan”), which provided for grants of up to a maximum of 5.0 million shares of restricted stock, stock options, RSUs and other equity-based awards. In June 2014, the Board of Directors approved, and in July 2014, our stockholders ratified, an increase of an additional 1.8 million shares of our common stock for issuance under the 2005 Plan, an increase of the maximum number of shares subject to stock options that could be awarded to any one participant under the 2005 Plan during any fiscal 12-month period from 1.0 million to 2.5 million shares, and an extension of the term of the 2005 Plan by ten years, to February 2025.  Directors, officers and other employees of the Company and its subsidiaries, as well as others performing services for the Company, were eligible for grants under the 2005 Plan.

On June 23, 2020, the Board of Directors adopted the Prestige Consumer Healthcare Inc. 2020 Long-Term Incentive Plan (the “2020 Plan”). The 2020 Plan became effective on August 4, 2020, upon the approval of the 2020 Plan by our stockholders. On June 23, 2020, a total of 2,827,210 shares were available for issuance under the 2020 Plan (comprised of 2,000,000 new shares plus 827,210 shares that were unissued under the 2005 Plan). All future equity awards will be made from the 2020 Plan, and the Company will not grant any additional awards under the 2005 Plan.

The following table provides information regarding our stock-based compensation:
Three Months Ended September 30, Six Months Ended September 30,
(In thousands)2022202120222021
Pre-tax share-based compensation costs charged against income$3,466 $3,219 $7,323 $5,097 
Income tax benefit recognized on compensation costs$338 $369 $875 $512 
Total fair value of options and RSUs vested during the period$64 $937 $10,289 $7,943 
Cash received from the exercise of stock options$— $503 $1,489 $2,707 
Tax benefits realized from tax deductions resulting from RSU issuances and stock option exercises$— $350 $2,895 $2,071 
At September 30, 2022, there were $4.8 million of unrecognized compensation costs related to unvested stock options under the 2005 Plan and the 2020 Plan, excluding an estimate for forfeitures which may occur.  We expect to recognize such costs over a weighted average period of 2.2 years. At September 30, 2022, there were $13.2 million of unrecognized compensation costs related to unvested RSUs and PSUs under the 2005 Plan and the 2020 Plan, excluding an estimate for forfeitures which may occur.  We expect to recognize such costs over a weighted average period of 1.9 years.

At September 30, 2022, there were 2.1 million shares available for issuance under the 2020 Plan.

On May 2, 2022, the Compensation and Talent Management Committee (the "Committee") of our Board of Directors granted 67,959 PSUs, 65,721 RSUs, and stock options to acquire 195,526 shares of our common stock under the 2020 Plan to certain executive officers and employees. The stock options were granted at an exercise price of $54.47 per share, which was equal to the closing price for our common stock on the date of the grant.
Each of the independent members of the Board of Directors received a grant of 2,495 RSUs on August 2, 2022. The RSUs fully vest one year after receipt of the award, subject to the continued service of the director on such vesting date, and will be settled by delivery to each director of one share of our common stock for each vested RSU either (a) at the election of the director prior to the grant date, immediately upon vesting, or (b) promptly following the earliest of (i) such director's death, (ii) such director's separation from service or (iii) a change in control of the Company.
Restricted Stock Units
The fair value of the RSUs is determined using the closing price of our common stock on the date of the grant. A summary of the RSUs granted under the 2005 Plan and the 2020 Plan is presented below:
 
 
 
RSUs
 
Shares
(in thousands)
Weighted
Average
Grant-Date
Fair Value
Six Months Ended September 30, 2021
Unvested at March 31, 2021457.0 $33.52 
Granted170.8 45.32 
Vested (162.3)32.99 
Forfeited(24.6)30.54 
Unvested at September 30, 2021440.9 38.45 
Vested at September 30, 2021152.3 33.92 
   
Six Months Ended September 30, 2022
Unvested at March 31, 2022440.9 $38.45 
Granted148.9 55.04 
Incremental performance shares42.4 — 
Vested (222.4)32.05 
Unvested at September 30, 2022409.8 47.14 
Vested at September 30, 2022108.5 36.54 
Options

The fair value of each award is estimated on the date of grant using the Black-Scholes Option Pricing Model that uses the assumptions presented below:
 Six Months Ended September 30,
 2022 2021
Expected volatility
30.8% - 30.9%
 
31.1% - 31.9%
Expected dividends$—  $— 
Expected term in years
6.0 to 7.0
 
6.0 to 7.0
Risk-free rate
2.8% to 2.9%
 
1.0% to 1.3%
Weighted average grant date fair value of options granted$20.10 $14.87 
A summary of option activity under the 2005 Plan and the 2020 Plan is as follows:
 
 
 
 
Options
 
 
Shares
(in thousands)
Weighted
Average
Exercise
Price		Weighted
Average
Remaining
Contractual
Term (years)		Aggregate
Intrinsic
Value
(in thousands)
Six Months Ended September 30, 2021
Outstanding at March 31, 20211,114.9 $37.92 
Granted234.2 44.74 
Exercised(87.6)30.91 
Forfeited(13.7)37.83 
Expired(8.5)56.63 
Outstanding at September 30, 20211,239.3 39.58 6.7$20,593 
Vested at September 30, 2021759.7 39.06 5.3$13,060 
Six Months Ended September 30, 2022    
Outstanding at March 31, 20221,100.9 $40.62 
Granted197.6 54.48 
Exercised(39.1)38.04 
Outstanding at September 30, 20221,259.4 42.88 6.6$10,963 
Vested at September 30, 2022830.8 40.04 5.4$9,403 

The aggregate intrinsic value of options exercised during the six months ended September 30, 2022 was $0.7 million.