Net Income (Loss) from Continuing Operations Per Share

12 Months Ended

Dec. 31, 2025

Net Income (Loss) from Continuing Operations Per Share

Income (Loss) from Continuing Operations Per Share

The following table sets forth the computation of income (loss) from continuing operations per share (in millions except per share amounts):


	Year Ended December 31,
	2025		2024		2023
Income (loss) from continuing operations	$	177.7	$	109.9	$	(154.8)
Series A Preferred Stock dividends	(38.6)		(44.4)		(44.4)
Deemed dividend on Series A Preferred Stock repurchases	(242.2)		—		—
Income from continuing operations attributable to participating securities	—		(16.3)		—
Income (loss) from continuing operations attributable to common stockholders	$	(103.1)	$	49.2	$	(199.2)
Weighted average common shares outstanding	106.9		108.0		109.1
Effect of dilutive stock options and restricted stock awards	—		1.2		—
Weighted average common shares outstanding and potential common shares	106.9		109.2		109.1
Income (loss) from continuing operations per share
Basic	$	(0.96)	$	0.46	$	(1.83)
Diluted	$	(0.96)	$	0.45	$	(1.83)

The Company includes participating securities (Series A Preferred Stock) in the computation of income from continuing operations per share pursuant to the two-class method. The two-class method of calculating income from continuing operations per share is an allocation method that calculates earnings per share for common stock and participating securities. Under the two-class method, total dividends provided to the holders of the Series A Preferred Stock, deemed dividends resulting from Series A Preferred Stock repurchases (the excess of the consideration paid over the carrying amount) and undistributed earnings allocated to participating securities are subtracted from income from continuing operations in determining income attributable to common stockholders.

The effect of stock options and restricted stock on income from continuing operations per share-diluted is determined through the application of the treasury stock method, whereby net proceeds received by the Company based on assumed exercises are hypothetically used to repurchase our common stock at the average market price during the period. Stock options that would have an anti-dilutive effect on income from continuing operations per diluted share, unexercisable market options and PRSUs subject to performance conditions which have not yet been satisfied are excluded from the calculations. No service options and 2.9 million market options were excluded from the calculation of diluted income from continuing operations per share for the year ended December 31, 2024. In addition, approximately 0.9 million PRSUs were excluded from the calculation of diluted income from continuing operations per share for the year ended December 31, 2024. In accordance with U.S. GAAP, no potential common shares were included in the computation of diluted income from continuing operations per share for the years ended December 31, 2025 and 2023, because to do so would have been anti-dilutive based on the period undistributed loss from continuing operations attributable to common stockholders. Total options outstanding at December 31, 2025, 2024 and 2023 were 2.9 million, 4.3 million and 4.9 million, respectively.

OPENLANE, Inc. 10-K