Earnings Per Share

9 Months Ended

Sep. 30, 2023

The following tables set forth the computation of basic and diluted earnings per share for the three and nine months ended September 30, 2023 and 2022:


	Three months ended September 30,				Nine months ended September 30,
	2023		2022		2023		2022
Basic earnings per share:
Numerator:
Net income	$	12,044	$	16,509	$	52,392	$	73,569
Less: Net income attributable to noncontrolling interests	11,904		20,521		50,749		59,875
Net income attributable to Class A common stockholders	$	140	$	(4,012)	$	1,643	$	13,694

Denominator:
Weighted average shares outstanding (in thousands)	32,910		23,533		30,883		23,233

Basic earnings per share	$	0.00	$	(0.17)	$	0.05	$	0.59

Diluted earnings per share:
Numerator:
Net income	$	12,044	$	16,509	$	52,392	$	73,569
Less: Net income attributable to noncontrolling interests	11,904		20,521		50,749		59,875
Net income attributable to Class A common stockholders	$	140	$	(4,012)	$	1,643	$	13,694

Denominator:
Weighted average shares outstanding (in thousands)	33,632		23,566		31,996		23,267

Diluted earnings per share	$	0.00	$	(0.17)	$	0.05	$	0.59

The Company’s potentially dilutive securities and their impact on the computation of diluted earnings per share is as follows:

▪Public and private placement warrants: the public and private placement warrants were "out of the money" during the three and nine months ended September 30, 2022, therefore, net income per share excludes any impact of the 20,699,993 public warrants and 10,280,000 private placement warrants. The warrants were exchanged in September 2022 and there are no warrants outstanding as of September 30, 2023.

▪Sponsor and MarketWise management member earnout shares: the 3,051,000 Sponsor earnout shares and the 2,000,000 MarketWise management member earnout shares granted in connection with the closing of the Transactions held in escrow are excluded from the earnings per share computation in both periods since the earnout contingency has not been met.

▪Restricted stock units: The basic earnings per share calculation includes the impact of vested RSUs. The diluted earnings per share calculation includes the impact of unvested RSUs where the impact is dilutive, unless the Company has a net loss. The diluted earnings per share calculations above exclude certain RSUs

with performance conditions, since the performance conditions were not met, and such RSUs were forfeited as of June 30, 2023.

▪Stock appreciation rights: The diluted earnings per share calculation for the three and nine months ended September 30, 2023 and 2022 excludes the impact of SARs since the effect was antidilutive.

▪ESPP: The basic earnings per share calculation includes the impact of the shares that were issued under the ESPP as of June 30, 2023 and 2022. The diluted earnings per share calculation includes the impact of dilutive shares and excludes the impact of antidilutive shares under the ESPP as of September 30, 2023 and 2022.