Earnings Per Share

9 Months Ended

Sep. 30, 2024

The following table shows the computation of basic and diluted earnings per share, the latter of which uses the treasury stock method to calculate the dilutive effect of UAL's potential common stock (in millions, except per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2024		2023		2024		2023
Earnings available to common stockholders	$	965	$	1,137	$	2,164	$	2,018

Basic weighted-average shares outstanding	329.0		328.0		328.7		327.8
Dilutive effect of stock Warrants (a)	0.9		2.7		1.8		2.5
Dilutive effect of employee stock awards	2.8		1.7		2.8		1.5
Diluted weighted-average shares outstanding	332.7		332.4		333.3		331.8

Earnings per share, basic	$	2.93	$	3.47	$	6.58	$	6.16
Earnings per share, diluted	$	2.90	$	3.42	$	6.49	$	6.08

Potentially dilutive securities (b)
Stock Warrants (a)	1.5		1.5		1.5		1.5
Employee stock awards	0.7		0.6		0.5		0.6
(a) See discussion below for more information about these Warrants.
(b) Weighted-average potentially dilutive securities outstanding are excluded from the computation of diluted earnings per share because the securities would have an antidilutive effect.

In 2020 and 2021, the Company issued to the United States Department of the Treasury (the "U.S. Treasury") warrants (the "Warrants") to purchase 9,928,349 shares of UAL common stock in connection with the Payroll Support Program established under Division A, Title IV, Subtitle B of the Coronavirus Aid, Relief, and Economic Security ("CARES") Act, the Payroll Support Program Extension established under Division N, Title IV, Subtitle A of the Consolidated Appropriations Act, 2021 ("PSP2"), the Payroll Support Program 3 established under Title VII, Subtitle C of the American Rescue Plan Act of 2021 ("PSP3"), and the Airline Loan Program established under Division A, Title IV, Subtitle A of the CARES Act. In August 2024, the holder of the Warrants exercised 6,414,635, or 65%, of the Warrants, with an exercise price of $31.50, in a net share settlement for 2,043,906 shares of UAL common stock. As of September 30, 2024, the Company had the below Warrants outstanding:


Warrant Description	Number of Shares of UAL Common Stock	Exercise Price		Expiration Dates
PSP2 Warrants	2,011,924	$	43.26	1/15/2026	—	4/29/2026
PSP3 Warrants	1,501,790	53.92		4/29/2026	—	6/10/2026
Total	3,513,714

In August 2024, the Company repurchased, through open market repurchases following the exercise of the Warrants described above, 2,043,906 shares of UAL common stock, which was recorded as an approximately $82 million increase to Stock held in treasury, at cost. These share repurchases were executed outside a publicly announced plan or program using cash resources.

On October 15, 2024, the Company announced that its Board of Directors ("Board") authorized a new share repurchase program, allowing for purchases of up to $1.5 billion in the aggregate of outstanding UAL common stock and Warrants, subject to a limit of $500 million in the aggregate through 2024. Unless suspended or terminated earlier by the Board, this program has no set expiration date and will therefore terminate when the Company has completed all purchases authorized under the program. The specific timing and number of shares of UAL common stock or Warrants purchased will be determined by the Company's management at its discretion and will vary based on the capital needs of the business, the market price of UAL common stock, general market conditions, securities law limitations and other factors. The purchases may be effected through a combination of one or more open market and privately negotiated transactions (including under trading plans intended to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) as well as transactions structured through investment banking institutions and other derivative transactions (including through one or more accelerated share repurchase programs).