Earnings Per Share

6 Months Ended

Jun. 30, 2021

Earnings Per ShareU.S. GAAP guidance 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, LPUs and Cantor units (see Note 2—“Limited Partnership Interests in BGC Holdings and Newmark Holdings”).

Basic Earnings Per Share:

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


	Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Basic earnings (loss) per share:
Net income (loss) available to common stockholders	$	18,169	$	27,919	$	61,260	$	41,593
Basic weighted-average shares of common stock outstanding	384,902		360,614		379,639		359,308
Basic earnings (loss) per share	$	0.05	$	0.08	$	0.16	$	0.12

Fully Diluted Earnings Per Share:

Fully diluted EPS is calculated utilizing net income (loss) available to common stockholders plus net income allocations to the limited partnership interests as the numerator. The denominator comprises the Company’s weighted-average number of outstanding BGC shares of common stock, including contingent shares of BGC common stock, and, if dilutive, the weighted-average number of limited partnership interests, including contingent units of BGC Holdings, and other contracts to issue shares of BGC common stock, including RSUs. The limited partnership interests generally are potentially exchangeable into shares of BGC Class A common stock (see Note 2—“Limited Partnership Interests in BGC Holdings and Newmark Holdings”) and are entitled to their pro-rata share of 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 June 30,				Six Months Ended June 30,
	2021		2020		2021		2020
Fully diluted earnings (loss) per share
Net income (loss) available to common stockholders	$	18,169	$	27,919	$	61,260	$	41,593
Allocations of net income (loss) to limited partnership interests, net of tax	7,854		12,254		27,011		17,905
Net income (loss) for fully diluted shares	$	26,023	$	40,173	$	88,271	$	59,498
Weighted-average shares:
Common stock outstanding	384,902		360,614		379,639		359,308
Partnership units¹	173,606		184,122		175,849		181,257
RSUs (Treasury stock method)	4,141		174		3,475		549
Other	1,274		1,213		1,247		1,276
Fully diluted weighted-average shares of common stock outstanding	563,923		546,123		560,210		542,390
Fully diluted earnings (loss) per share	$	0.05	$	0.07	$	0.16	$	0.11

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1Partnership units collectively include FPUs, LPUs, and Cantor units (see Note 2—“Limited Partnership Interests in BGC Holdings and Newmark Holdings” for more information).

For the three and six months ended June 30, 2021, 31 thousand and 55 thousand of potentially dilutive securities, respectively, were excluded from the computation of fully diluted EPS because their effect would have been anti-dilutive. Anti-dilutive securities for both the three and six months ended June 30, 2021, comprised RSUs. For the three and six months ended June 30, 2020, 2.6 million and 0.4 million of potentially dilutive securities, respectively, were excluded from the computation of fully diluted EPS because their effect would have been anti-dilutive. Anti-dilutive securities for both the three and six months ended June 30, 2020, comprised RSUs.

As of June 30, 2021 and 2020, approximately 31.4 million and 26.7 million shares, respectively, of contingent shares of BGC Class A common stock, N units, RSUs, and LPUs were excluded from the fully diluted EPS computations because the conditions for issuance had not been met by the end of the respective periods.