Earnings Per Share

9 Months Ended

Sep. 30, 2022

EARNINGS PER SHARE:

Basic earnings per share is computed by dividing net income or net loss by the weighted average shares outstanding during the reporting period. Diluted earnings per share is computed similarly to basic earnings per share, except that the weighted average shares outstanding are increased to include, if dilutive, additional shares from stock options, restricted stock units, performance share units and shares issuable upon conversion of CNX's outstanding 2.25% convertible senior notes due May 2026 (the "Convertible Notes") (See Note 9 – Long-Term Debt). The number of additional shares is calculated by assuming that outstanding stock options were exercised, that outstanding restricted stock units and performance share units were released, that the shares that are issuable from the conversion of the Convertible Notes are issued (subject to the considerations discussed further in the paragraph below), and that the proceeds from such activities were used to acquire shares of common stock at the average market price during the reporting period. In periods when CNX recognizes a net loss, the impact of outstanding stock awards and the potential share settlement impact related to CNX's Convertible Notes are excluded from the diluted loss per share calculation as their inclusion would have an anti-dilutive effect.

The table below sets forth the share-based awards that have been excluded from the computation of diluted earnings per share because their effect would be anti-dilutive:


	For the Three Months Ended September 30,		For the Nine Months Ended September 30,
	2022	2021	2022	2021
Anti-Dilutive Options	2,353,875	3,002,504	2,353,875	3,002,504
Anti-Dilutive Restricted Stock Units	2,576,981	2,475,944	2,576,981	2,475,944
Anti-Dilutive Performance Share Units	2,048,957	951,828	2,048,957	951,828

	6,979,813	6,430,276	6,979,813	6,430,276

The Convertible Notes, if converted by the holder, may be settled in cash, shares of the Company's common stock or a combination thereof, at the Company's election. The Company expects to settle the principal amount of the Convertible Notes in cash. ASU 2020-06 amends the diluted earnings per share calculation for convertible instruments by requiring the use of the if-converted method (See Note 9 – Long-Term Debt for more information). The if-converted method assumes the conversion of convertible instruments occurs at the beginning of the reporting period and diluted weighted average shares outstanding includes the common shares issuable upon conversion of the convertible instruments. The conversion spread has a dilutive impact on diluted earnings per share when the average market price of the Company's common stock for a given period exceeds the initial conversion price of $12.84 per share for the Convertible Notes. In connection with the Convertible Notes' issuance, the Company entered into privately negotiated capped call transactions with certain counterparties (the "Capped Calls" and "Capped Call Transactions"), which were not included in calculating the number of diluted shares outstanding, as their effect would have been anti-dilutive.

The table below sets forth the share-based awards that have been exercised or released:


	For the Three Months Ended September 30,		For the Nine Months Ended September 30,
	2022	2021	2022	2021
Options	19,600	26,664	156,204	683,237
Restricted Stock Units	1,265	2,375	960,427	738,188
Performance Share Units	—	—	72,353	291,653
	20,865	29,039	1,188,984	1,713,078

The computations for basic and diluted loss per share are as follows:


	For the Three Months Ended September 30,				For the Nine Months Ended September 30,
	2022		2021		2022		2021
Net Loss	$	(427,072)	$	(872,921)	$	(1,316,657)	$	(1,128,956)




Basic Earnings Available to Shareholders	$	(427,072)	$	(872,921)	$	(1,316,657)	$	(1,128,956)

Effect of Dilutive Securities:
Add Back Interest on Convertible Notes (Net of Tax)	$	—	$	—	$	—	$	—
Diluted Earnings Available to Shareholders	$	(427,072)	$	(872,921)	$	(1,316,657)	$	(1,128,956)

Weighted-Average Shares of Common Stock Outstanding	187,511,940		215,738,737		193,750,735		218,504,542
Effect of Diluted Shares:*
Options	—		—		—		—
Restricted Stock Units	—		—		—		—
Performance Share Units	—		—		—		—
Convertible Notes	—		—		—		—
Weighted-Average Diluted Shares of Common Stock Outstanding	187,511,940		215,738,737		193,750,735		218,504,542

Loss per Share:


Basic	$	(2.28)	$	(4.05)	$	(6.80)	$	(5.17)



Diluted	$	(2.28)	$	(4.05)	$	(6.80)	$	(5.17)

*During periods in which the Company incurs a net loss, diluted weighted average shares outstanding are equal to basic weighted average shares outstanding because the effect of all equity awards and the potential share settlement impact related to CNX's Convertible Notes are antidilutive.