4.	Earnings Per Share

FASB guidance on Earnings Per Share (“EPS”) establishes standards for computing and presenting EPS. Basic EPS excludes dilution and is computed by dividing net income (loss) available to common stockholders by the weighted-average number of shares of common stock outstanding and contingent shares for which all necessary conditions have been satisfied except for the passage of time. Net income (loss) is allocated to the Company’s outstanding common stock, FPUs, limited partnership units and Cantor units (see Note 2—“Limited Partnership Interests in BGC Holdings”).

The following is the calculation of the Company’s basic EPS (in thousands, except per share data):

	Three Month Ended March 31,
	2017		2016
Basic earnings (loss) per share:
Net income (loss) available to common stockholders	$	18,215	$	12,505
Basic weighted-average shares of common stock outstanding		283,399		273,780
Basic earnings (loss) per share	$	0.06	$	0.05

Fully diluted EPS is calculated utilizing net income (loss) available to common stockholders plus net income allocations to the limited partnership interests in BGC Holdings, as well as adjustments related to the interest expense on convertible notes, if applicable (see Note 16—“Notes Payable, Collateralized and Short-Term Borrowings”), as the numerator. The denominator is comprised of the Company’s weighted-average number of outstanding shares of common stock and, if dilutive, the weighted-average number of limited partnership interests and other contracts to issue shares of common stock, including convertible notes, stock options and RSUs. The limited partnership interests generally are potentially exchangeable into shares of Class A common stock and are entitled to remaining earnings after the deduction for the Preferred Distribution; as a result, they are included in the fully diluted EPS computation to the extent that the effect would be dilutive.

The following is the calculation of the Company’s fully diluted EPS (in thousands, except per share data):

	Three Months Ended March 31,
	2017		2016
Fully diluted (loss) earnings per share
Net income (loss) available to common stockholders	$	18,215	$	12,505
Allocations of net income (loss) to limited partnership interests in BGC Holdings, net of tax		9,395		6,424
Interest expense on convertible notes, net of tax		—		1,523
Net income (loss) for fully diluted shares	$	27,610	$	20,452
Weighted-average shares:
Common stock outstanding		283,399		273,780
Limited partnership interests in BGC Holdings		159,271		142,695
Convertible notes		—		16,260
RSUs (Treasury stock method)		677		858
Other		1,479		1,262
Fully diluted weighted-average shares of common stock outstanding		444,826		434,855
Fully diluted earnings (loss) per share	$	0.06	$	0.05

For the three months ended March 31, 2017, there were no potentially dilutive securities excluded from the computation of fully diluted EPS, for being anti-dilutive. For the three months ended March 31, 2016, approximately 1.0 million potentially dilutive securities were excluded from the computation of fully diluted EPS because their effect would have been anti-dilutive. These were securities or other contracts (RSUs and/or stock options) to issue shares of common stock.

Additionally, as of March 31, 2017 and 2016, respectively, approximately 4.1 million and 6.1 million shares of contingent Class A common stock and limited partnership units were excluded from the fully diluted EPS computations because the conditions for issuance had not been met by the end of the respective periods.