Earnings Per Share

12 Months Ended

Dec. 31, 2024

Note 16 – Earnings Per Share

Basic earnings per share is computed using the weighted average number of common shares outstanding during the periods presented. Diluted earnings per share is computed using the weighted average number of common shares outstanding adjusted to include the potentially dilutive effect of restricted stock units (see Note 12), convertible debt instruments (see Note 6), and other potentially dilutive securities.

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

	Years ended December 31,
	2024			2023		2022

Numerator:
Net earnings (loss) attributable to Vishay stockholders	$	(31,150	)	$	323,820	$	428,810

Denominator:
Denominator for basic earnings (loss) per share:
Weighted average shares		136,838			139,318		143,176
Outstanding phantom stock units		126			129		223
Adjusted weighted average shares - basic		136,964			139,447		143,399

Effect of dilutive securities:
Restricted stock units		-			799		516
Dilutive potential common shares		-			799		516

Denominator for diluted earnings (loss) per share:
Adjusted weighted average shares - diluted		136,964			140,246		143,915


Basic earnings (loss) per share attributable to Vishay stockholders	$	(0.23	)	$	2.32	$	2.99

Diluted earnings (loss) per share attributable to Vishay stockholders	$	(0.23	)	$	2.31	$	2.98

Diluted earnings per share for the years presented do not reflect the following weighted average potential common shares, as the effect would be antidilutive (in thousands):

	Years ended December 31,
	2024		2023		2022

Restricted stock units		2,423		82		251

If the average market price of Vishay common stock is less than the effective conversion prices of the convertible senior notes due 2025 and due 2030, respectively, no shares are included in the diluted earnings per share computation for the convertible senior notes due 2025 and due 2030. Upon Vishay exercising its existing right to legally amend the indenture governing the convertible senior notes due 2025, Vishay will satisfy its conversion obligations by paying $1 cash per $1 principal amount of converted notes and settle any additional amounts due in common stock. Pursuant to the indenture governing the convertible senior notes due 2030, Vishay will satisfy its conversion obligations by paying $1 cash per $1 principal amount of converted notes and settle any additional amounts due in cash and/or common stock.

In connection with the issuance of the convertible senior notes due 2030, the Company entered into capped call transactions (see Note 6), which were not included in the calculation of diluted earnings per share as their effect would have been anti-dilutive. The capped calls are intended to reduce the potential dilution to the Company's common stock in the event that at the time of conversion of the convertible senior notes due 2030 the Company's common stock price exceeds the conversion price of the convertible senior notes due 2030.