Share-Based Compensation

12 Months Ended

Jun. 30, 2023

Share-Based Payment Arrangement [Abstract]

14. Share-Based Compensation

We maintain stock incentive plans (collectively, the “Plans”) for the benefit of certain of our officers, directors and employees. At June 30, 2023, 21 million shares remain available for future grants under the Cardinal Health, Inc. 2021 Long-Term Incentive Plan ("2021 LTIP"). Under the 2021 LTIP's fungible share counting provisions, stock options are counted against the plan as one share for every share issued; awards other than stock options are counted against the plan as two and one-half shares for every share issued. This means that only 8 million shares could be issued under awards other than stock options while 21 million shares could be issued under stock options. Shares are issued out of treasury shares when stock options are exercised and when restricted share units and performance share units vest. Until the end of fiscal 2018, stock options were granted to our officers and certain employees. There were no stock options granted to employees during fiscal 2023, 2022 or 2021.

The following table provides total share-based compensation expense by type of award:


(in millions)	2023		2022		2021
Restricted share unit expense	$	64	$	69	$	73
Performance share unit expense	32		12		16
Total share-based compensation expense	$	96	$	81	$	89

The total tax benefit related to share-based compensation was $12 million each for fiscal 2023, 2022 and 2021.

Restricted Share Units

Restricted share units granted under the Plans generally vest in equal annual installments over three years. Restricted share units

accrue cash dividend equivalents that are payable upon vesting of the awards.

The following table summarizes all transactions related to restricted share units under the Plans:


(in millions, except per share amounts)	Restricted Share Units	Weighted-Average Grant Date Fair Value per Share
Nonvested at June 30, 2021	3.0	$	49.05
Granted	1.7	51.83
Vested	(1.5)	49.60
Canceled and forfeited	(0.5)	50.58
Nonvested at June 30, 2022	2.7	46.03
Granted	1.3	70.33
Vested	(1.4)	50.11
Canceled and forfeited	(0.4)	58.46
Nonvested at June 30, 2023	2.2	$	57.37

The following table provides additional data related to restricted share unit activity:


(in millions)	2023		2022		2021
Total compensation cost, net of estimated forfeitures, related to nonvested restricted share and share unit awards not yet recognized, pre-tax	$	73	$	73	$	73
Weighted-average period in years over which restricted share and share unit cost is expected to be recognized (in years)	2		2		2
Total fair value of shares vested during the year	$	58	$	74	$	70

Performance Share Units

Performance share units generally vest over a three-year performance period based on achievement of specific performance goals. Based on the extent to which the targets are achieved, vested shares may range from zero to 234 percent of the target award amount. Performance share units accrue cash dividend equivalents that are payable upon vesting of the awards.

The following table summarizes all transactions related to performance share units under the Plans (based on target award amounts):


(in millions, except per share amounts)	Performance Share Units	Weighted-Average Grant Date Fair Value per Share
Nonvested at June 30, 2021	1.2	$	54.89
Granted	0.4	51.91
Vested	(0.3)	52.36
Canceled and forfeited	(0.1)	52.66
Nonvested at June 30, 2022	1.2	54.32
Granted	0.7	78.07
Vested	(0.4)	59.04
Canceled and forfeited	(0.3)	65.52
Nonvested at June 30, 2023	1.2	$	82.17

The following table provides additional data related to performance share unit activity:


(in millions)	2023		2022		2021
Total compensation cost, net of estimated forfeitures, related to nonvested performance share units not yet recognized, pre-tax	$	38	$	17	$	26
Weighted-average period over which performance share unit cost is expected to be recognized (in years)	2		2		2
Total fair value of shares vested during the year	$	23	$	14	$	1