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Earnings Per Share
9 Months Ended
Sep. 30, 2024
Earnings Per Share [Abstract]  
Earnings Per Share Earnings Per Share
Basic Earnings Per Share:
The following is the calculation of the Company’s basic EPS (in thousands, except per share data):
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Basic earnings (loss) per share:
Net income (loss) available to common stockholders$14,747 $17,046 $101,785 $16,320 
Less: Dividends declared and allocation of undistributed earnings to participating securities(555)(1,072)(4,919)(1,072)
Net income (loss) attributable to common stockholders
$14,192 $15,974 $96,866 $15,248 
Basic weighted-average shares of common stock outstanding473,435 468,544 473,076 412,178 
Basic earnings (loss) per share$0.03 $0.03 $0.20 $0.04 
Fully Diluted Earnings Per Share:
The following is the calculation of the Company’s fully diluted EPS (in thousands, except per share data):
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Fully diluted earnings (loss) per share:
Net income (loss) attributable to common stockholders
$14,192 $15,974 $96,866 $15,248 
Add back: Allocations of net income (loss) to limited partnership interests, net of tax
— — — (156)
Add back: Allocations of undistributed earnings to participating securities
243 823 4,065 823 
Less: Reallocation of undistributed earnings to participating securities
(241)(808)(4,016)(808)
Net income (loss) for fully diluted shares$14,194 $15,989 $96,915 $15,107 
Weighted-average shares:
Common stock outstanding473,435 468,544 473,076 412,178 
Partnership units¹— — — 76,528 
Non-participating RSUs
— — — 1,874 
Other2
5,217 9,001 6,085 3,965 
Fully diluted weighted-average shares of common stock outstanding
478,652 477,545 479,161 494,545 
Fully diluted earnings (loss) per share
$0.03 $0.03 $0.20 $0.03 
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1Partnership units collectively include FPUs, LPUs, and Cantor units (see Note 2—“Limited Partnership Interests in BGC Holdings and Newmark Holdings” for more information).
2Primarily consists of contracts to issue shares of BGC common stock.
For the three months ended September 30, 2024 and 2023, 16.2 million and 12.6 million, respectively, of potentially dilutive securities were excluded from the computation of fully diluted EPS because their effect would have been anti-dilutive. For the nine months ended September 30, 2024 and 2023, 15.7 million and 6.2 million, respectively, of potentially dilutive securities were excluded from the computation of fully diluted EPS because their effect would have been anti-dilutive. Anti-dilutive securities for the three months ended September 30, 2024 included 15.8 million participating RSUs and 0.4 million participating restricted stock awards. Anti-dilutive securities for the nine months ended September 30, 2024 included 15.3 million participating RSUs and 0.4 million participating restricted stock awards. Anti-dilutive securities for the three months ended September 30, 2023 included 9.6 million participating RSUs and 3.0 million participating restricted stock awards. Anti-dilutive securities for the nine months ended September 30, 2023 included 5.2 million participating RSUs and 0.9 million participating restricted stock awards.
As of September 30, 2024, approximately 61.5 million contingent shares of BGC Class A common stock, non-participating RSUs and non-participating restricted stock awards were excluded from the fully diluted EPS computations because the conditions for issuance had not been met by the end of the period. As of September 30, 2023, approximately 62.5 million contingent shares of BGC Class A common stock, N Units, RSUs, and LPUs were excluded from the fully diluted EPS computations because the conditions for issuance had not been met by the end of the period.
Contingent shares excluded from the calculation of EPS included: shares promised in connection with acquisition earnout consideration whereby the acquired entity or entities are required to achieve a stated performance target defined in their respective acquisition agreements; other contingent share obligations which include agreements with terminated employees to deliver shares BGC Class A common stock over a set period of time post-termination in accordance with their respective partnership separation agreements; and non-participating RSUs and non-participating restricted stock awards which contain service conditions and/or performance conditions which have not been met during the period. When the service condition and/or performance condition has been met in the period, the securities are included in diluted EPS on the first day of the quarter in which the contingency was met.