NET INCOME PER SHARE

9 Months Ended

Aug. 31, 2012

NET INCOME PER SHARE

15. NET INCOME PER SHARE

The following table sets forth the computation of basic and diluted net income per share for the periods indicated (in thousands, except per share data):

	Three Months Ended August 31,				Nine Months Ended August 31,
	2012		2011		2012		2011
Net income attributable to TIBCO Software Inc.	$	26,086	$	23,529	$	73,219	$	60,528
Weighted-average shares of common stock used to compute basic net income per share		159,308		161,876		160,402		161,430
Effect of dilutive common stock equivalents:
Stock options		6,600		9,276		7,016		9,909
Stock awards		3,257		1,769		2,412		2,352
ESPP		—		36		6		12
Weighted-average shares of common stock used to compute diluted net income per share		169,165		172,957		169,836		173,703
Net income per share attributable to TIBCO Software Inc.:
Basic	$	0.16	$	0.15	$	0.46	$	0.37
Diluted	$	0.15	$	0.14	$	0.43	$	0.35

The following potential common stock equivalents are not included in the diluted net income per share calculation above because their effect was anti-dilutive for the periods indicated (in thousands):

	Three Months Ended August 31,				Nine Months Ended August 31,
	2012		2011		2012		2011
Stock options		1,762		1,847		1,762		1,038
Stock awards		556		1,077		199		539
Convertible senior notes		11,865		—		6,526		—
Total anti-diluted common stock equivalents		14,183		2,924		8,487		1,577

In fiscal year 2010, we granted 4.1 million performance-based restricted stock units (“PRSUs”) that contain performance metrics based on the attainment and maintenance of specified non-GAAP EPS goals. If the performance criteria are achieved, these PRSUs will be considered outstanding for the purpose of computing diluted EPS if the effect is dilutive. The dilutive impact of these awards will be deferred until the performance criteria have been met which at the earliest is as of the first quarter of fiscal year 2013.

Anti-dilutive potential common stock equivalents for the three and nine months ended August 31, 2012 include the weighted effect of the 11.9 million shares that could be issued under the Notes if we experience a substantial increase in our common stock price. Under the treasury stock method, the Notes will generally have a dilutive impact on net income per share if our average stock price for the period exceeds the conversion price for the Notes. On conversion of a Note, however, we will deliver cash in an amount generally equal to the lesser of the conversion value and the principal amount of each Note and, only for any conversion value greater than the principal amount, we will deliver shares of common stock.