SHAREHOLDERS' EQUITY

3 Months Ended

Mar. 31, 2026

Basic and diluted income per share was determined based on the following share data (in thousands):


	Three Months Ended March 31,
	2026	2025






Weighted average basic common shares	13,824	13,441
Effect of stock options	—	—
Effect of dilutive share awards	313	—

Weighted average diluted common shares	14,137	13,441

For the first quarter of 2026 the weighted average shares that were anti-dilutive, and therefore excluded from the calculation of diluted income per share, included options to purchase 0.8 million shares of common stock and an immaterial amount of restricted stock units.

For the first quarter of 2025, the Company was in a net loss position and, as a result, no potentially dilutive securities were included in the denominator for computing diluted loss per share, because the impact would have been anti-dilutive. Accordingly, the weighted average basic shares outstanding was used to compute loss per share. Approximately 0.2 million shares related to potentially dilutive securities were excluded from the calculation of diluted loss per share for the first quarter of 2025, because their inclusion would have been anti-dilutive. For the first quarter of 2025 the weighted average shares that were anti-dilutive, and therefore excluded from the calculation of diluted income per share, included options to purchase 0.9 million shares of common stock and an immaterial amount of restricted stock units.

The convertible notes and the warrants issued by the Company could have been converted or exercised, respectively, for the Company’s common stock, subject to certain contingencies. These convertible notes were settled in 2025 and the warrants have expired and are no longer outstanding. The if-converted method was used for diluted net income per share calculation of our convertible notes.

Approximately 0.3 million shares related to the potentially dilutive shares of the Company's common stock associated with the 0.50% Convertible Senior Notes due July 15, 2025 for the first quarter of 2025 were excluded from the calculation of diluted income per share because their inclusion would have been anti-dilutive. Shares of the Company's common stock associated with the warrants issued by the Company in 2020 were excluded from the calculation of diluted loss per share for the first quarter of 2026 and for the first quarter of 2025, as they were anti-dilutive because the strike price of the warrants was greater than the average market price of the Company's common stock during the relevant periods. The warrants expired on February 11, 2026.

Equity Distribution Agreement

In July 2024, the Company entered into an Equity Distribution Agreement in connection with the establishment of an ATM Equity Program under which the Company may sell up to an aggregate of $50.0 million of shares of the Company's common stock. No sales were made under the Equity Distribution Agreement during the three months ended March 31, 2026.

Common Stock Repurchases

The Company has a plan authorized for the repurchase of LendingTree's common stock. During the first quarter of 2026 and the first quarter of 2025, the Company did not repurchase shares of its common stock. At March 31, 2026, approximately $96.7 million of the previous authorizations to repurchase common stock remain available.