Basic earnings per share of common stock is computed by dividing the net income attributable to The GEO Group, Inc. available to common stockholders by the weighted-average number of common shares outstanding for the period. Net income attributable to The GEO Group, Inc. available to common stockholders represents net income attributable to The GEO Group reduced by an allocation of earnings to participating securities. The 6.50% Exchangeable Notes due 2026, which contain non-forfeitable rights to dividends declared and paid on the shares of common stock, are participating securities and are included in the computation of earnings per share pursuant to the two-class method. Diluted EPS (as defined below) is calculated under the if-converted method and the two-class method for each class of shareholders using the weighted average number of shares attributable to each class. The calculation that results in the lowest diluted earnings per share amount for common stock is reported in the Company’s financial statements. The if-converted method includes the dilutive effect of potential common shares related to the 6.50% Exchangeable Notes due 2026, if any. Basic and diluted earnings per share were calculated for the three months ended March 31, 2024 and 2023 as follows (in thousands, except per share data):


	Three Months Ended
	March 31, 2024			March 31, 2023
Net income	$	22,659		$	27,994
Net loss attributable to noncontrolling interests		9			9
Less: Undistributed income allocable to participating securities		(3,834	)		(4,770	)
Net income attributable to The GEO Group, Inc. available to common stockholders		18,834			23,233
Basic earnings per share attributable to The GEO Group, Inc. available to common stockholders:
Weighted average shares outstanding		122,497			121,432
Per share amount	$	0.15		$	0.19
Diluted earnings per share attributable to The GEO Group, Inc. available to common stockholders:
Weighted average shares outstanding		122,497			121,432
Dilutive effect of equity incentive plans		2,800			2,220
Dilutive effect of exchangeable notes		5,690			1,487
Weighted average shares assuming dilution		130,987			125,139
Per share amount	$	0.14		$	0.19

For the three months ended March 31, 2024, 1,512,119 weighted average shares of common stock underlying options were excluded from the computation of diluted earnings per share ("EPS") because the effect would be anti-dilutive. There were 135,231 common stock equivalents from restricted shares that were anti-dilutive for the period.

For the three months ended March 31, 2023, 1,442,751 weighted average shares of common stock underlying options were excluded from the computation of diluted EPS because the effect would be anti-dilutive. There were 203,831 common stock equivalents from restricted shares that were anti-dilutive for the period.

On February 24, 2021, the Company’s wholly owned subsidiary, GEO Corrections Holdings, Inc. (“GEOCH”), completed a private offering of $230 million aggregate principal amount of 6.50% Exchangeable Notes due 2026. Refer to Note 10 – Debt for additional information. As of March 31, 2024, conditions had not been met to exchange the 6.50% Exchangeable Notes due 2026 into shares of the Company’s common stock. Approximately 5.7 million and 1.5 million shares of potential common shares associated with the conversion option embedded in the convertible notes were included in the computation of diluted EPS for the three months ended March 31, 2024 and 2023, respectively, as the Company's average stock price during the period was higher than the exchange price.

On May 6, 2024, the Company issued 9,784,538 shares of GEO common stock in connection with an exchange of approximately $177 million in aggregate principal amount of its outstanding 6.50% Exchangeable Notes due 2026. Refer to Note 15 - Subsequent Events for further information.