For the three and nine months ended March 31, 2024, pursuant to the Company’s dividend policy, we declared total non-cumulative dividends of $0.25 and $0.75 per Common Share, respectively, in the aggregate amount of $67.3 million and $200.7 million, respectively, which we paid during the same periods (three and nine months ended March 31, 2023—$0.24299 and $0.72897 per Common Share, respectively, in the aggregate amount of $64.9 million and $194.5 million, respectively).

Our authorized share capital includes an unlimited number of Common Shares and an unlimited number of Preference Shares. No Preference Shares have been issued.

From time to time we may provide funds to an independent agent to facilitate repurchases of our Common Shares in connection with the settlement of awards under the Long-Term Incentive Plans (LTIP) or other plans.

During the three and nine months ended March 31, 2024, nil and 1,400,000 Common Shares were purchased on the open market at a cost of nil and $53.1 million, respectively, and held under trust for potential settlement of awards under our LTIP or other plans as described below (three and nine months ended March 31, 2023—no Common Shares were purchased).

During the three and nine months ended March 31, 2024, we delivered to eligible participants 1,022,821 and 1,559,381 Common Shares, respectively, that were purchased in the open market in connection with the settlement of awards and other plans (three and nine months ended March 31, 2023—78,650 and 490,026 Common Shares, respectively).

On November 4, 2021, the Board authorized a share repurchase plan (Fiscal 2022 Repurchase Plan), pursuant to which we may purchase for cancellation, in open market transactions, from time to time over the 12-month period commencing November 12, 2021, up to an aggregate of $350 million of our Common Shares. During the three and nine months ended March 31, 2024 and 2023, we did not repurchase and cancel any Common Shares.

On April 30, 2024, the Board authorized a new share repurchase plan (Fiscal 2024 Repurchase Plan) pursuant to which we may purchase for cancellation, in open market transactions from time to time over the 12-month period commencing on May 7, 2024 until May 6, 2025, up to $250 million of our Common Shares. The Fiscal 2024 Repurchase Plan includes a normal course issuer bid to provide means to execute purchases over the Toronto Stock Exchange (TSX) (see Note 25 “Subsequent Events” for more details).


	Three Months Ended March 31,				Nine Months Ended March 31,
	2024		2023		2024		2023
Stock Options (issued under Stock Option Plans)	$	3,580	$	3,908	$	13,840	$	13,217
Performance Share Units (issued under LTIP)	6,999		4,763		19,816		14,023
Restricted Share Units (issued under LTIP)	2,489		2,480		8,404		7,299
Restricted Share Units (other)	21,002		23,316		64,673		46,673
Deferred Share Units (directors)	776		889		2,378		3,138
Employee Stock Purchase Plan	1,196		1,012		4,201		4,048
Total share-based compensation expense	$	36,042	$	36,368	$	113,312	$	88,398


	As of March 31, 2024
	Unrecognized Compensation Cost		Weighted Average Recognition Period (years)
Stock Options (issued under Stock Option Plans)	$	43,438	2.5
Performance Share Units (issued under LTIP)	51,119		1.9
Restricted Share Units (issued under LTIP)	20,560		2.0
Restricted Share Units (other)	88,810		1.7
Total unrecognized share-based compensation cost	$	203,927


	Options	Weighted-Average Exercise Price		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value ($’000's)
Outstanding at June 30, 2023	12,219,439	$	38.44	4.68	$	62,473
Granted	1,571,730	38.87
Exercised	(942,192)	33.22
Forfeited or expired	(871,540)	37.62
Outstanding at March 31, 2024	11,977,437	$	38.96	4.43	$	35,333
Exercisable at March 31, 2024	4,562,883	$	41.34	3.12	$	5,566

We estimate the fair value of stock options using the Black-Scholes option-pricing model or, where appropriate, the Monte Carlo pricing model, consistent with the provisions of ASC Topic 718, “Compensation—Stock Compensation” (Topic 718) and SEC Staff Accounting Bulletin No. 107. The option-pricing models require input of subjective assumptions, including the estimated life of the option and the expected volatility of the underlying stock over the estimated life of the option. We use historical volatility as a basis for projecting the expected volatility of the underlying stock and estimate the expected life of our stock options based upon historical data.

We believe that the valuation techniques and the approach utilized to develop the underlying assumptions are appropriate in calculating the fair value of our stock option grants. Estimates of fair value are not intended, however, to predict actual future events or the value ultimately realized by employees who receive equity awards.

For the periods indicated, the weighted-average fair value of options and weighted-average assumptions estimated under the Black-Scholes option-pricing model were as follows:


	Three Months Ended March 31,						Nine Months Ended March 31,
	2024			2023			2024			2023
Weighted–average fair value of options granted	$	11.10		$	7.94		$	9.84		$	6.61
Weighted-average assumptions used:
Expected volatility	31.52		%	29.66		%	31.15		%	28.65		%
Risk–free interest rate	4.07		%	3.82		%	4.36		%	4.00		%
Expected dividend yield	2.29		%	2.74		%	2.53		%	3.10		%
Expected life (in years)	4.28			4.21			4.26			4.20
Forfeiture rate (based on historical rates)	7		%	7		%	7		%	7		%
Average exercise share price	$	43.07		$	34.70		$	38.87		$	30.69

During the three and nine months ended March 31, 2024, we did not grant performance options (during the three and nine months ended March 31, 2023—nil and 1,000,000, respectively).

For the period in which performance options were granted, the weighted-average fair value of performance options and weighted-average assumptions estimated under the Monte Carlo pricing model were as follows:


	Nine Months Ended March 31,
	2023
Weighted–average fair value of options granted	$	8.09
Derived service period (in years)	1.7
Weighted-average assumptions used:
Expected volatility	26.00		%
Risk–free interest rate	3.21		%
Expected dividend yield	2.00		%
Average exercise share price	$	31.89

We incentivize certain eligible employees, in part, with long-term compensation pursuant to our LTIP. The LTIP is a rolling three-year program that grants eligible employees a certain number of target Performance Share Units (PSUs) and/or Restricted Share Units (RSUs). Target PSUs become vested upon the achievement of certain financial and/or operational performance criteria (the Performance Conditions) that are determined at the time of the grant. The Performance Conditions for vesting of the outstanding PSUs are based on market conditions or performance-based revenue conditions. RSUs become vested when an eligible employee remains employed throughout the vesting period.

PSUs and RSUs granted under the LTIP have been measured at fair value as of the effective date, consistent with ASC Topic 718, and will be charged to share-based compensation expense over the remaining life of the plan. We estimate the fair value of PSUs with market-based conditions using the Monte Carlo pricing model and RSUs have been valued based upon their grant date fair value. The fair value of PSUs with performance-based conditions have been valued based upon their grant date fair value. Beginning in Fiscal 2023, certain PSU and RSU grants were eligible to receive dividend equivalent units that vest under the same conditions as the underlying grants.


	Units	Weighted-Average Grant Date Fair Value		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value ($’000's)
Outstanding at June 30, 2023	1,013,385	$	61.64	1.75	$	42,106
Granted (1)	927,477	52.55
Vested (1)	(240,741)	61.23
Forfeited or expired	(88,593)	59.16
Outstanding at March 31, 2024	1,611,528	$	56.96	1.97	$	62,576

(1)PSUs are earned based on market or performance conditions and the actual number of PSUs earned, if any, is dependent upon performance and may range from 0 to 200 percent.

For the periods indicated, the weighted-average fair value of market-based PSUs issued under LTIP, and weighted-average assumptions estimated under the Monte Carlo pricing model were as follows:


	Nine Months Ended March 31,
	2024		2023
Weighted–average fair value of performance share units granted	$59.48		$43.10 - $55.06
Weighted-average assumptions used:
Expected volatility	28%		29% - 31%
Risk–free interest rate	4.38%		3.13% - 3.39%
Expected dividend yield	—	%	—	%
Expected life (in years)	3.10		3.11


	Units	Weighted-Average Grant Date Fair Value		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value ($’000's)
Outstanding at June 30, 2023	774,360	$	42.83	1.68	$	32,175
Granted	496,869	35.74
Vested	(223,577)	43.40
Forfeited or expired	(71,519)	40.19
Outstanding at March 31, 2024	976,133	$	39.93	2.05	$	37,903

In addition to the grants made in connection with the LTIP discussed above, from time to time, we may grant RSUs to certain employees in accordance with employment and other non-LTIP related agreements. RSUs (other) vest over a specified contract date, typically two or three years from the respective date of grants.


	Units	Weighted-Average Grant Date Fair Value		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value ($’000's)
Outstanding at June 30, 2023	5,310,595	$	36.43	1.97	$	220,655
Granted	1,395,784	38.60
Vested	(1,333,430)	42.52
Forfeited or expired	(271,589)	37.47
Outstanding at March 31, 2024	5,101,360	$	35.61	1.94	$	198,086

The DSUs are granted to certain non-employee directors. DSUs are issued under our Deferred Share Unit Plan. DSUs granted as compensation for director fees vest immediately, whereas all other DSUs granted vest at our next annual general meeting following the granting of the DSUs. No DSUs are payable by us until the director ceases to be a member of the Board.


	Units	Weighted-Average Price		Weighted- Average Remaining Contractual Term (years)	Aggregate Intrinsic Value ($’000's)
Outstanding at June 30, 2023 (1)	994,568	$	29.98	0.36	$	41,324
Granted	77,442	39.64

Outstanding at March 31, 2024 (2)	1,072,010	$	30.68	0.67	$	41,626