Earnings Per Share

12 Months Ended

Dec. 31, 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 12 – 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.

Pursuant to the Merger (See Note 4 – Acquisitions and Dispositions for more information), all outstanding phantom units previously granted under the CNXM long-term incentive plan were converted into the right to receive 0.88 shares of common stock of CNX. As such, all outstanding phantom units were converted, effective as of the closing of the Merger, into CNX restricted stock units. Each CNX restricted stock unit is subject to the same vesting, forfeiture and other terms and conditions applicable to the converted CNXM phantom units. Under Accounting Standards Codification Topic 718, Compensation - Stock Compensation, it was determined that there was no additional compensation cost to record as the conversion of awards did not result in incremental fair value. CNXM's dilutive units did not have a material impact on the Company's earnings per share calculations for the period from January 1, 2020 through September 30, 2020.

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 Years Ended December 31,
	2022	2021	2020
Anti-Dilutive Options	2,262,845	2,990,094	4,200,509
Anti-Dilutive Restricted Stock Units	2,350,661	2,436,846	2,160,727
Anti-Dilutive Performance Share Units	1,829,081	996,863	721,244

	6,442,587	6,423,803	7,082,480

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 amended the diluted earnings per share calculation for convertible instruments by requiring the use of the if-converted method (See Note 12 – 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. In periods where CNX recognizes net income, 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 computations for basic and diluted loss per share are as follows:


	For the Years Ended December 31,
	2022		2021		2020
Net Loss	$	(142,077)	$	(498,643)	$	(428,744)
Less: Net Income Attributable to Non-Controlling Interest	—		—		55,031


Net Loss Attributable to CNX Resources Shareholders	$	(142,077)	$	(498,643)	$	(483,775)

Effect of Dilutive Securities:
Add Back Interest on Convertible Notes (Net of Tax)	—		—		—
Diluted Earnings Available to Shareholders	$	(142,077)	$	(498,643)	$	(483,775)

Weighted-Average Shares of Common Stock Outstanding	189,507,682		215,971,381		199,225,441
Effect of Diluted Shares:*
Options	—		—		—
Restricted Stock Units	—		—		—
Performance Share Units	—		—		—
Convertible Notes	—		—		—
Weighted-Average Diluted Shares of Common Stock Outstanding	189,507,682		215,971,381		199,225,441

Loss Per Share:


Basic	$	(0.75)	$	(2.31)	$	(2.43)



Diluted	$	(0.75)	$	(2.31)	$	(2.43)

*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.

Shares of common stock outstanding were as follows:


	For the Years Ended December 31,
	2022	2021	2020
Balance, Beginning of Year	203,531,320	220,440,993	186,642,962
Issuance Related to Stock-Based Compensation (1)	836,070	1,374,925	882,335
Retirement of Common Stock (2)	(33,526,226)	(18,284,598)	(4,138,527)
Issuance Related to CNXM Merger	—	—	37,054,223
Balance, End of Year	170,841,164	203,531,320	220,440,993

(1) See Note 15 – Stock-Based Compensation for additional information.

(2) See Note 5 – Stock Repurchase for additional information.