Earnings (Loss) Per Share

12 Months Ended

Dec. 31, 2024

Earnings (Loss) Per Share ("EPS") is computed by dividing net income (loss) by the weighted average number of common shares outstanding during the period on a basic and diluted basis. The Company computes diluted net income (loss) per share using the more dilutive of the treasury stock method and the two-class method after giving effect to all potential dilutive Common Stock.

The Company’s potentially dilutive securities include potential common shares related to unvested restricted stock, outstanding stock options and outstanding preferred stock. See Note 1 3 , Stockholders’ Equity, for additional discussion of these potential dilutive securities.

Diluted net income (loss) per share considers the impact of potentially dilutive securities except when the potential common shares have an antidilutive effect. The Company’s outstanding preferred stock are considered participating securities, thus requiring the two-class method of computing diluted net income (loss) per share. Computation of diluted

net income (loss) per share under the two-class method excludes from the numerator any dividends paid or owed on participating securities and any undistributed earnings considered to be attributable to participating securities. The related participating securities are similarly excluded from the denominator.

Computations of basic and diluted net income (loss) per share were as follows (in thousands, except per share data):


	Year Ended December 31,
	2024		2023		2022
Numerator
Net income (loss) attributable to AdaptHealth Corp.	$	90,422	$	(678,895)	$	69,316
Less: Earnings allocated to participating securities (1)	7,675		—		5,867
Net income (loss) for basic EPS	$	82,747	$	(678,895)	$	63,449
Change in fair value of warrant liability (2)	—		(34,482)		(17,158)
Net income (loss) for diluted EPS	$	82,747	$	(713,377)	$	46,291

Denominator (1) (2)
Basic weighted-average common shares outstanding	133,756		134,156		134,175
Add: Warrants (2)	—		262		1,528
Add: Stock options	251		—		2,512
Add: Unvested restricted stock	1,524		—		773
Diluted weighted-average common shares outstanding	135,531		134,418		138,988

Basic net income (loss) per share	$	0.62	$	(5.06)	$	0.47
Diluted net income (loss) per share	$	0.61	$	(5.31)	$	0.33

(1)The Company's preferred stock are considered participating securities. Computation of EPS under the two-class method excludes from the numerator any dividends paid or owed on participating securities and any undistributed earnings considered to be attributable to participating securities. The related participating securities are similarly excluded from the denominator. There was no amount allocated to the participating securities during the year ended December 31, 2023 due to the net loss reported in that period.

(2)For the years ended December 31, 2023 and 2022, the impact to earnings from the change in fair value of the Company’s warrant liability is excluded from the numerator, and the corresponding security is included in the denominator, for purposes of computing diluted net income (loss) per share. This adjustment is included as the effect of the numerator and denominator adjustments for this derivative instrument is dilutive as a result of the non-cash gains recognized for the change in fair value of this instrument during those periods. For the year ended December 31, 2024, this adjustment is excluded from the computation of diluted net income per share since the warrants are no longer outstanding as of December 31, 2024. See Note 13, Stockholders’ Equity, for additional details.

Due to the Company reporting a net loss attributable to AdaptHealth Corp. for the year ended December 31, 2023, all potentially dilutive securities related to unvested restricted stock and outstanding stock options were excluded from the computation of diluted net loss per share for that period as their inclusion would have been anti-dilutive.

The table below provides the weighted-average number of potential common shares associated with outstanding securities not included in the Company’s computation of diluted net income (loss) per share for the years ended December 31, 2024, 2023 and 2022 because to do so would be antidilutive (in thousands):


	Year Ended December 31,
	2024	2023	2022
Preferred Stock	12,406	12,406	12,406
Stock Options	1,943	3,409	469
Unvested restricted stock	1,545	1,993	—
Total	15,894	17,808	12,875