(5)	Earnings Per Share and Weighted-Average Shares Outstanding

U.S. GAAP guidance—Earnings Per Share provides guidance on the computation and presentation of earnings per share (“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 Newmark’s outstanding common stock, FPUs, limited partnership units, Cantor units and BGC units (see Note 2—Limited Partnership Interest in Newmark Holdings).

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

	Three Months Ended March 31,
	2018		2017
Basic earnings per share:
Net income available to common stockholders	$	19,997	$	36,711
Basic weighted-average shares of common stock outstanding		155,694	N/A
Basic earnings per share		0.13	N/A

Fully diluted EPS is calculated utilizing net income (loss) available to common stockholders plus net income allocations to the limited partnership interests in Newmark Holdings as the numerator. The denominator comprises Newmark’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, 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 Newmark’s fully diluted EPS (in thousands, except per share data):

	Three Months Ended March 31,
	2018		2017
Fully diluted earnings per share
Net income available to common stockholders	$	19,997	$	36,711
Allocations of net income to limited partnership interests in BGC Holdings and Newmark Holdings, net of tax		10,289	N/A
Net income for fully diluted shares	$	30,286	N/A
Weighted-average shares:
Common stock outstanding		155,694	N/A
Partnership units¹		90,222	N/A
Other		918	N/A
Fully diluted weighted-average shares of common stock outstanding		246,834	N/A
Fully diluted earnings per share		0.12	N/A

Partnership units collectively include founding/working partner units, limited partnership units, and Cantor units (see Note 2—Limited Partnership Interest in Newmark Holdings for more information).

For the quarter ended March 31, 2018, there were no potentially dilutive securities that would have had an anti-dilutive effect.