Basic and Diluted Net Income (Loss) Per Share

3 Months Ended

Mar. 31, 2025

Basic and Diluted Net Income (Loss) Per Share

Basic and Diluted Net Income (Loss) Per Share

3. Basic and Diluted Net Income (Loss) Per Share

We present both basic earnings per share (“EPS”) and diluted EPS. Basic EPS excludes potential dilution and is computed by dividing “Net income (loss) attributable to EchoStar” by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if stock awards were exercised and if, our Existing DISH Convertible Notes and EchoStar Convertible Notes, as defined in Note 9, (together the “Convertible Notes,”) were converted. The potential dilution from stock awards is accounted for using the treasury stock method based on the average market value of our Class A common stock for the reporting period. The potential dilution from conversion of the Convertible Notes is accounted for using the if-converted method, which requires that all of the shares of our Class A common stock issuable upon conversion of the Convertible Notes will be included in the calculation of diluted EPS assuming conversion of the Convertible Notes at the beginning of the reporting period (or at time of issuance, if later).

The following table presents EPS amounts for all periods and the basic and diluted weighted-average shares outstanding used in the calculation.

	For the Three Months Ended
	March 31,
	2025		2024
	(In thousands, except per share amounts)
Net income (loss)	$	(203,281)	$	(108,375)
Less: Net income (loss) attributable to noncontrolling interests, net of tax		(612)		(999)
Net income (loss) attributable to EchoStar - Basic		(202,669)		(107,376)
Interest on dilutive Convertible Notes, net of tax (1)		—		—
Net income (loss) attributable to EchoStar - Diluted	$	(202,669)	$	(107,376)
Weighted-average common shares outstanding - Class A and B common stock:
Basic (2)		286,513		271,519
Dilutive impact of Convertible Notes (1)		—		—
Dilutive impact of stock awards outstanding (1)		—		—
Diluted		286,513		271,519
Earnings per share - Class A and B common stock:
Basic net income (loss) per share attributable to EchoStar	$	(0.71)	$	(0.40)
Diluted net income (loss) per share attributable to EchoStar	$	(0.71)	$	(0.40)

(1) For the three months ended March 31, 2025 and 2024, the interest on dilutive Convertible Notes and the dilutive impact of weighted-average shares of Class A common stock were excluded from the computation of “Diluted net income (loss) per share attributable to EchoStar” because the effect would have been anti-dilutive as a result of the net loss attributable to EchoStar in the period. As of March 31, 2025 and 2024, our Convertible Notes may be converted into 58 million shares and 33 million shares, respectively.

(2) On November 12, 2024, we issued and sold 14.265 million shares of our Class A Common Stock to certain PIPE investors.

Certain stock awards to acquire our Class A common stock are not included in the weighted-average common shares outstanding above, as their effect is anti-dilutive. In addition, vesting of performance/market based options and rights to acquire shares of our Class A common stock granted pursuant to our performance based stock incentive plans (“Restricted Performance Units”) are both contingent upon meeting certain goals, some of which are not yet probable of being achieved. Furthermore, the warrants that we issued to certain option counterparties in connection with the Convertible Notes due 2026 are only exercisable at their expiration if the market price per share of our Class A common stock is greater than the strike price of the warrants, which is at price ranges of approximately $185.75 to $245.33 per share, subject to certain adjustments. As a consequence, the following are not included in the diluted EPS calculation.

	As of March 31,
	2025	2024
	(In thousands)
Anti-dilutive stock awards	3,256	11,417
Performance/market based options	4,271	4,556
Common stock warrants	16,151	16,151
Total	23,678	32,124

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