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STOCK-BASED COMPENSATION
12 Months Ended
Jun. 30, 2021
Share-based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION
Our shareholder approved stock-based compensation plans include the Stock Option and Incentive Plan for employees (“Employee Plan”) and the Stock Option and Incentive Plan for Non-Employee Directors and Consultants (collectively, the “Plans”). The Plans provide for grants of options to purchase our common stock, performance shares, restricted stock, restricted stock units, and stock appreciation rights. Additionally, grants to eligible employees may vest over a specified period of time or service period, or may contain performance-based conditions.
In fiscal 2019, our shareholders approved and we registered an additional 1.4 million shares of common stock of Brinker International, Inc. available for issuance under the Employee Plan. As of June 30, 2021, the total number of shares authorized for issuance to employees and non-employee directors and consultants under the Plans was 38.7 million shares.
Presented below is total stock-based compensation expenses, and the related total income tax benefit recognized in the Consolidated Statements of Comprehensive Income:
Fiscal Years Ended
June 30, 2021June 24, 2020June 26, 2019
Stock-based compensation expenses$16.4 $14.7 $16.4 
Tax benefit related to stock-based compensation expenses3.0 2.5 3.0 
Stock Options
In fiscal 2019 and fiscal 2018, certain eligible employees under the Plans were granted performance stock options whose vesting is contingent upon meeting Company performance goals based on our annual earnings at the end of fiscal 2021 and fiscal 2022. Expenses for performance stock options are recognized using a graded-vesting schedule over the vesting period based upon management’s periodic estimates of the number of stock options that ultimately will vest. At the end of fiscal 2021, one of the performance goals was met, resulting in the vesting of 0.4 million, or one-half, of the outstanding performance stock options. The options have a contractual term to exercise of no later than August 31, 2025.
Stock options that do not contain a performance condition were also granted to eligible employees in fiscal 2020 and fiscal 2019, consistent with prior year grants. No stock options were granted in fiscal 2021. Expenses related to these stock options are recognized using a graded-vesting schedule over the vesting period or to the date on which retirement eligibility is achieved, if shorter. Stock options generally vest over a period of 1 to 4 years and have contractual terms to exercise of 8 years. Full or partial vesting of awards may occur upon a change in control (as defined in the Plans), or upon an employee’s death, disability or involuntary termination.
Stock option transactions during fiscal 2021 were as follows (option prices in dollars):
Number of
Options
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Life (Years)
Aggregate
Intrinsic
Value
Stock options outstanding at June 24, 20202.7 $40.68 
Granted— — 
Exercised(0.7)46.61 
Forfeited or canceled0.0 38.03 
Stock options outstanding at June 30, 20212.0 $38.74 4.4$45.1 
Stock options exercisable at June 30, 20210.7 $41.44 3.8$14.4 
During fiscal 2019, we granted fiscal 2019 performance-based stock option awards of 0.4 million options with a grant date fair value equivalent to the fair value of the canceled fiscal 2018 options as of the modification date. Vesting of the fiscal 2019 performance-based options is conditioned on achievement of the same performance targets and vest on the same schedule as the fiscal 2018 performance-based stock options. There was no incremental compensation cost as a result of this modification.
The fair value of stock options was estimated using the Black-Scholes option-pricing model with the following weighted average assumptions, and the weighted average fair value of option grants:
Fiscal Years Ended
June 30, 2021 (1)
June 24, 2020June 26, 2019
Weighted average fair values of option grantsn/a$6.92 $8.25 
Expected volatilityn/a33.4 %27.2 %
Risk-free interest raten/a1.3 %2.9 %
Expected livesn/a5 years5 years
Dividend yieldn/a3.2 %3.5 %
(1)     No stock option awards were granted in fiscal 2021
Expected volatility and the expected life of stock options are based on historical experience. The risk-free rate is based on the yield of a United States Treasury Note with a term equal to the expected life of the stock options. The dividend yield is based on the most recent quarterly dividend per share declared and the closing stock price on the declaration date.
At June 30, 2021, unrecognized compensation expenses related to stock options totaled approximately $0.6 million and will be recognized over a weighted average period of 1.3 years. The intrinsic value and related tax benefit of options exercised is as follows:
Fiscal Years Ended
June 30, 2021June 24, 2020June 26, 2019
Intrinsic value of options exercised$9.8 $0.6 $1.8 
Tax benefit realized on options exercised2.4 0.1 0.4 
Restricted Share Awards
Restricted share awards consist of performance shares, restricted stock and restricted stock units. In fiscal 2021, certain eligible employees under the Plans were granted performance shares whose vesting is contingent upon the Company exceeding a specified level of annual earnings in any of fiscal 2022, fiscal 2023 or fiscal 2024. The number of shares that will vest varies depending on the fiscal year that the performance criteria is first met. In fiscal 2020 and fiscal 2019, eligible employees under the Plans were granted performance shares whose vesting is
contingent upon meeting Company performance goals based on our rate of earnings growth at the end of a three-fiscal-year period. The number of shares that will vest varies depending on the rate of earnings growth achieved as compared to the target rate. Expenses are recognized ratably over the vesting period, or to the date on which retirement eligibility is achieved, if shorter, based upon management’s periodic estimates of the number of shares that ultimately will be issued.
Restricted stock units granted to eligible employees under the Plans generally vest in full on the third anniversary of the date of grant. Restricted stock units issued to eligible employees under our career equity plan generally vest upon each employee’s retirement from the Company. Expenses are recognized ratably over the vesting period, or to the date on which retirement eligibility is achieved, if shorter. Full or partial vesting of awards may occur upon a change in control (as defined in the Plans), or upon an employee’s death, disability or involuntary termination.
Restricted share awards and restricted stock units granted to non-employee directors under the Plans are non-forfeitable and are expensed upon grant. Non-employee directors’ awards have variable distribution dates ranging from four years after grant to two years following departure from the Board.
Restricted share awards, including performance shares reflected at target, during fiscal 2021 were as follows (fair value per award in dollars):
Number of
Restricted
Share
Awards
Weighted
Average
Grant Date
Fair Value
Per Award
Restricted share awards outstanding at June 24, 20201.1 $37.17 
Granted0.5 41.17 
Vested(0.3)32.58 
Forfeited(0.1)38.70 
Restricted share awards outstanding at June 30, 20211.2 $40.07 
At June 30, 2021, unrecognized compensation expenses related to restricted share awards totaled approximately $14.0 million and will be recognized over a weighted average period of 2.0 years. The fair value of shares that vested is as follows:
Fiscal Years Ended
June 30, 2021June 24, 2020June 26, 2019
Fair value of restricted share awards vested$14.9 $6.6 $8.6