Earnings Per Share

9 Months Ended

May 31, 2021

Note 10 – Earnings Per Share

The shares used in the computation of basic and diluted earnings per common share are reconciled as follows:

	Three Months Ended May 31,				Nine Months Ended May 31,
(In thousands)	2021		2020		2021		2020
Weighted average basic common shares outstanding ⁽¹⁾		32,573		32,690		32,726		32,660
Dilutive effect of 2.875% convertible notes, due 2024 ⁽²⁾		—		—		—		—
Dilutive effect of 2.875% convertible notes, due 2028 ⁽³⁾		—	N/A			—	N/A
Dilutive effect of 2.25% convertible notes, due 2024 ⁽⁴⁾		—		—		—		—
Dilutive effect of restricted stock units ⁽⁵⁾		1,032		788		1,021		754
Weighted average diluted common shares outstanding		33,605		33,478		33,747		33,414

(1)	Restricted stock grants and restricted stock units that are considered participating securities, including some grants subject to certain performance criteria, are included in weighted average basic common shares outstanding when the Company is in a net earnings position.

(2)	The dilutive effect of the 2.875% convertible notes, due 2024 was excluded for the three and nine months ended May 31, 2021 and 2020 as the average stock price was less than the applicable conversion price and therefore was considered anti-dilutive.

(3)	The dilutive effect of the 2.875% convertible notes, due 2028 was excluded for the three and nine months ended May 31, 2021 as the average stock price was less than the applicable conversion price and therefore was considered anti-dilutive. These convertible notes were issued in April 2021.

(4)

The dilutive effect of the 2.25% convertible notes, due 2024 was excluded for the three and nine months ended May 31, 2021 and 2020 as the average stock price was less than the applicable conversion price and therefore was considered anti-dilutive. These convertible notes were retired in April 2021.

(5)

Restricted stock units that are not considered participating securities and restricted stock units subject to performance criteria, for which actual levels of performance above target have been achieved, are included in weighted average diluted common shares outstanding when the Company is in a net earnings position.

Diluted EPS is calculated using the treasury stock method associated with shares underlying the 2.875% convertible notes due 2024, 2.875% convertible notes due 2028, 2.25% convertible notes due 2024, restricted stock units that are not considered participating securities and performance based restricted stock units subject to performance criteria, for which actual levels of performance above target have been achieved.

	Three Months Ended May 31,				Nine Months Ended May 31,
	2021		2020		2021		2020
Net earnings attributable to Greenbrier	$	19,737	$	27,772	$	700	$	49,070
Weighted average diluted common shares outstanding		33,605		33,478		33,747		33,414
Diluted earnings per share	$	0.59	$	0.83	$	0.02	$	1.47