Earnings Per Share

12 Months Ended

Dec. 31, 2022

U.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):


	Year Ended December 31,
	2022		2021		2020
Basic earnings (loss) per share:
Net income (loss) available to common stockholders	$	48,712	$	124,007	$	45,062
Basic weighted-average shares of common stock outstanding	371,561		379,215		361,736
Basic earnings (loss) per share	$	0.13	$	0.33	$	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 shares of BGC 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):


	Year Ended December 31,
	2022		2021		2020
Fully diluted earnings (loss) per share:
Net income (loss) available to common stockholders	$	48,712	$	124,007	$	45,062
Allocations of net income (loss) to limited partnership interests, net of tax	14,767		49,988		19,725
Net income (loss) for fully diluted shares	$	63,479	$	173,995	$	64,787
Weighted-average shares:
Common stock outstanding	371,561		379,215		361,736
Partnership units¹	124,738		155,356		183,130
RSUs (Treasury stock method)	1,913		4,074		737
Other	1,202		1,375		1,245
Fully diluted weighted-average shares of common stock outstanding	499,414		540,020		546,848
Fully diluted earnings (loss) per share	$	0.13	$	0.32	$	0.12

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1 Partnership 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 years ended December 31, 2022, 2021 and 2020, approximately 0.5 million, 0.1 million and 0.7 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 the year ended December 31, 2022 included 0.5 million RSUs. Anti-dilutive securities for the year ended December 31, 2021 included 0.1 million RSUs. Anti-dilutive securities for the year ended December 31, 2020 included 0.7 million RSUs.

As of December 31, 2022, 2021 and 2020, approximately 50.2 million, 36.4 million and 27.7 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.