XML 39 R28.htm IDEA: XBRL DOCUMENT v3.24.1.1.u2
Stock Compensation Plans
12 Months Ended
Mar. 31, 2024
Share-Based Payment Arrangement [Abstract]  
Stock Compensation Plans

16. STOCK COMPENSATION PLANS

The Company has stock incentive plans under which employees and non-employee directors may be granted equity awards in the form of stock options with an exercise price equal to the fair value of the Company’s stock on the grant date or in the form of restricted stock or restricted stock units that vest pursuant to service conditions and, in some cases, performance and/or market conditions. The stock incentive and compensation plans under which outstanding equity awards have been granted to employees, officers, and non-employee directors are the Triumph Group 2018 Equity Plan (the "2018 Plan"), the Triumph Group 2013 Equity and Cash Incentive Plan (the “2013 Plan”), the 2016 Directors’ Equity Compensation Plan, as amended (the “Directors’ Plan”), and the Amended and Restated Directors’ Stock Incentive Plan (the “Prior Directors’ Plan”). The Prior Directors’ Plan expired by its terms during fiscal 2017. The current stock incentive and compensation plans used for future awards are the 2018 Plan and the Directors’ Plan. New grants under the 2013 Plan ceased upon the approval of the 2018 Plan in fiscal 2019, and the 2013 Plan expired by its terms during fiscal 2024. The 2018 Plan and the Directors’ Plan are collectively referred to in this note as the plans.

Management and the compensation committee have utilized restricted stock units as its primary form of share-based incentive compensation. Restricted stock units that vest solely pursuant to service conditions generally vest on a graded basis over a three year period and are subject to forfeiture should the grantee’s employment be terminated prior to an applicable vesting date. Management and the compensation committee have also granted restricted stock units, referred to herein as performance restricted stock units, that vest pursuant to a combination of service conditions as well as market and performance conditions. Such awards generally vest, subject to specific market and/or performance conditions, on a cliff vesting basis at the end of a three year performance period. The market and performance conditions may result in the awards vesting below target, including zero vesting awards if certain threshold vesting conditions are not met, or up to 300% of the number of awards granted, if certain vesting conditions are exceeded. The share-based payment expense arising from restricted stock unit expense is included in capital in excess of par value. The fair value of restricted stock units awards subject only to service conditions or service and performance conditions is determined by the product of the number of shares granted and the grant date market price of the Company's common stock, adjusted for material non-public information that the Company may be aware of as of the grant date, if any. The fair value of restricted stock units awards that contain market conditions is determined by the product of the number of shares granted and the grant date fair value of such an award value using a Monte Carlo valuation methodology. The fair value of

share-based compensation granted to employees was $11,775, $13,728, and $14,129 during the fiscal years ended March 31, 2024, 2023, and 2022, respectively. The fair value of restricted stock unit awards is expensed on a straight-line basis over the requisite service period which is typically the vesting period. The Company recognized $9,445, $8,913 and $9,782 of share-based compensation expense during the fiscal years ended March 31, 2024, 2023, and 2022, respectively. The Company has classified share-based compensation within selling, general and administrative expenses to correspond with the same line item as the majority of the cash compensation paid to the employees receiving share-based compensation.

At March 31, 2024 and 2023, 1,653,843 shares and 979,855 shares of common stock, respectively, were available for issuance under the plans. A summary of the status of the Company's non-vested restricted stock units as of March 31, 2024, and changes during the fiscal year ended March 31, 2024, is presented below.

 

 

 

Shares

 

 

Weighted-
Average Grant
Date Fair Value

 

Non-vested restricted stock units at March 31, 2023

 

 

1,513,196

 

 

$

16.01

 

Granted

 

 

1,019,300

 

 

 

11.55

 

Vested

 

 

(489,342

)

 

 

13.73

 

Forfeited

 

 

(98,143

)

 

 

13.31

 

Non-vested restricted stock units at March 31, 2024

 

 

1,945,011

 

 

$

14.38

 

The fair value of employee restricted stock units which vested during fiscal 2024, 2023 and 2022 was $6,718, $9,247, and $7,453, respectively. Expected future compensation expense on restricted stock units, net of expected forfeitures, is approximately $5,227, which is expected to be recognized over the remaining weighted average vesting period of approximately 1.5 years.