Earnings Per Share

9 Months Ended

Oct. 03, 2020

Note 13 – Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share attributable to Vishay stockholders (shares in thousands):

	Fiscal quarters ended				Nine fiscal months ended
	October 3, 2020		September 28, 2019		October 3, 2020		September 28, 2019

Numerator:
Net earnings attributable to Vishay stockholders	$	33,484	$	30,038	$	85,356	$	149,974

Denominator:
Denominator for basic earnings per share:
Weighted average shares		144,658		144,446		144,636		144,421
Outstanding phantom stock units		196		182		195		181
Adjusted weighted average shares		144,854		144,628		144,831		144,602

Effect of dilutive securities:
Convertible debt instruments		5		6		35		89
Restricted stock units		338		393		355		423
Dilutive potential common shares		343		399		390		512

Denominator for diluted earnings per share:
Adjusted weighted average shares - diluted		145,197		145,027		145,221		145,114

Basic earnings per share attributable to Vishay stockholders	$	0.23	$	0.21	$	0.59	$	1.04

Diluted earnings per share attributable to Vishay stockholders	$	0.23	$	0.21	$	0.59	$	1.03

Diluted earnings per share for the periods presented do not reflect the following weighted average potential common shares that would have an antidilutive effect or have unsatisfied performance conditions (in thousands):

	Fiscal quarters ended				Nine fiscal months ended
	October 3, 2020		September 28, 2019		October 3, 2020		September 28, 2019
Convertible debt instruments:
Convertible Senior Notes, due 2025		16,009		19,066		17,806		19,058
Convertible Senior Debentures, due 2041		156		1,204		133		401
Weighted average other		325		315		346		315

The Company’s convertible debt instruments are only convertible for specified periods upon the occurrence of certain events. The Company's convertible debt instruments are not currently convertible. In periods that the convertible debt instruments are not convertible, the certain conditions which could trigger conversion of the debt instruments have been deemed to be non-substantive, and accordingly, the Company assumes the conversion of these instruments in its diluted earnings per share computation during periods in which they are dilutive.

At the direction of its Board of Directors, the Company intends, upon conversion, to repay the principal amounts of any of the convertible debt instruments in cash and settle any additional amounts in shares of Vishay common stock. Accordingly, the convertible instruments are included in the diluted earnings per share computation using the “treasury stock method” (similar to options and warrants) rather than the “if converted method” otherwise required for convertible debt. Under the “treasury stock method,” Vishay calculates the number of shares issuable under the terms of the debentures based on the average market price of Vishay common stock during the period, and that number is included in the total diluted shares figure for the period. If the average market price is less than $12.28, no shares are included in the diluted earnings per share computation for the convertible senior debentures due 2040, if the average market price is less than $16.83, no shares are included in the diluted earnings per share computation for the convertible senior debentures due 2041, and if the average market price is less than $31.38, no shares are included in the diluted earnings per share computation for the convertible senior notes due 2025.