EARNINGS PER SHARE (Tables)

9 Months Ended

Sep. 30, 2023

Schedule of Computation of Basic and Diluted Earnings per Share

The following table sets forth the computation of the basic and diluted earnings per share attributable to Match Group shareholders:


	Three Months Ended September 30,
	2023				2022
	Basic		Diluted		Basic		Diluted

	(In thousands, except per share data)
Numerator
Net earnings	$	163,756	$	163,756	$	128,266	$	128,266
Net (earnings) loss attributable to noncontrolling interests	(29)		(29)		430		430
Impact from subsidiaries’ dilutive securities	—		(12)		—		(42)
Interest on dilutive Exchangeable Notes, net of income tax(a)	—		3,179		—		3,206






Net earnings attributable to Match Group, Inc. shareholders	$	163,727	$	166,894	$	128,696	$	131,860

Denominator
Weighted average basic shares outstanding	275,223		275,223		281,314		281,314
Dilutive securities(b)(c)	—		4,760		—		4,276
Dilutive shares from Exchangeable Notes, if-converted(a)	—		13,397		—		14,404
Denominator for earnings per share—weighted average shares(b)(c)	275,223		293,380		281,314		299,994

Earnings per share:


Earnings per share attributable to Match Group, Inc. shareholders	$	0.59	$	0.57	$	0.46	$	0.44


	Nine Months Ended September 30,
	2023				2022
	Basic		Diluted		Basic		Diluted

	(In thousands, except per share data)
Numerator
Net earnings	$	421,792	$	421,792	$	276,508	$	276,508
Net loss attributable to noncontrolling interests	89		89		863		863
Impact from subsidiaries’ dilutive securities	—		(76)		—		(196)
Interest on dilutive Exchangeable Notes, net of income tax(a)	—		9,536		—		3,201






Net earnings attributable to Match Group, Inc. shareholders	$	421,881	$	431,341	$	277,371	$	280,376

Denominator
Weighted average basic shares outstanding	277,524		277,524		283,621		283,621
Dilutive securities(b)(c)	—		4,075		—		5,417
Dilutive shares from Exchangeable Notes, if-converted(a)	—		13,397		—		7,985
Denominator for earnings per share—weighted average shares(b)(c)	277,524		294,996		283,621		297,023

Earnings per share:


Earnings per share attributable to Match Group, Inc. shareholders	$	1.52	$	1.46	$	0.98	$	0.94

______________________

(a)The Company uses the if-converted method for calculating the dilutive impact of the outstanding Exchangeable Notes. For the three and nine months ended September 30, 2023, the Company adjusted net earnings attributable to Match Group, Inc. shareholders for the cash interest expense, net of income taxes, incurred on the 2026 and 2030 Exchangeable Notes. Dilutive shares were also included for the same series of Exchangeable Notes. For the three months ended September 30, 2022, the Company adjusted net earnings attributable to Match Group, Inc. shareholders for the cash interest expense, net of income taxes, incurred on the 2022, 2026, and 2030 Exchangeable Notes and dilutive shares were included for the same set of notes. For the nine months ended September 30, 2022, the Company adjusted net earnings from continuing operations attributable to Match Group, Inc. shareholders for the cash interest expense, net of income taxes, incurred on the 2022 and 2026 Exchangeable Notes and dilutive shares were included for the same set of notes. For the nine months ended September 30, 2022, the 2030 Exchangeable Notes were not more dilutive under the if-converted method and therefore the weighted average 6.8 million shares related to the 2030 Exchangeable Notes are excluded from dilutive securities.

(b)If the effect is dilutive, weighted average common shares outstanding include the incremental shares that would be issued upon the assumed exercise of stock options, warrants, and subsidiary denominated equity and vesting of restricted stock units. For both the three and nine months ended September 30, 2023, 16.3 million potentially dilutive securities, and for the three and nine months ended September 30, 2022, 3.4 million and 2.3 million potentially dilutive securities, respectively, are excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive.

(c)Market-based awards and performance-based restricted stock units (“PSUs”) are considered contingently issuable shares. Shares issuable upon exercise or vesting of market-based awards and PSUs are included in the denominator for earnings per share if (i) the applicable market or performance condition(s) has been met and (ii) the inclusion of the market-based awards and PSUs is dilutive for the

respective reporting periods. For both the three and nine months ended September 30, 2023, 3.4 million shares underlying market-based awards and PSUs, and for both the three and nine months ended September 30, 2022, 1.6 million shares underlying market-based awards and PSUs, were excluded from the calculation of diluted earnings per share because the market or performance conditions had not been met.