Earnings Per Share

3 Months Ended

Mar. 31, 2025

11. Earnings Per Share

Basic earnings per share is calculated by dividing the net income (loss) attributable to Alight, Inc. by the weighted average number of shares of Class A Common Stock issued and outstanding. The computation of diluted earnings per share reflects the potential dilution that could occur if dilutive securities and other contracts to issue shares were exercised or converted into shares or resulted in the issuance of shares that would then share in the net income of Alight, Inc. The Company’s Class V Common Stock does not, and its Class Z Common Stock did not, participate in the earnings or losses of the Company and are therefore not participating securities and have not been included in either the basic or diluted earnings per share calculations. RSU and PSU nonvested share-based payment awards contain rights to receive forfeitable dividends and therefore are not participating securities.

In conjunction with the Business Combination, the Company issued Seller Earnouts contingent consideration, which is payable in the Company’s Common Stock when the related market conditions are achieved. As the related conditions to pay the consideration had not been satisfied as of March 31, 2025, the Seller Earnouts were excluded from the diluted earnings per share calculations.

Basic and diluted (net loss) earnings per share are as follows (in millions, except for share and per share amounts):


	Three Months Ended March 31,
		2025		2024
Basic and diluted (net loss) earnings per share:
Numerator
Net Income (Loss) From Continuing Operations		$	(17)	$	(121)
Less: Net income (loss) attributable to noncontrolling interest		—		2
Net Income (loss) from continuing operations attributable to Alight, Inc.		$	(17)	$	(119)
Net Income (Loss) From Discontinued Operations, Net of Tax		(8)		5
Net Income (Loss) Attributable to Alight, Inc. - basic		$	(25)	$	(114)
Loss impact of conversion of noncontrolling interest		—		(1)
Net income (loss) attributable to Alight, Inc. - diluted		$	(25)	$	(115)
Denominator
Weighted-average shares outstanding - basic		532,297,681		540,780,315
Dilutive effect of the exchange of noncontrolling interest units		—		1,189,156
Dilutive effect of RSUs		—		—
Weighted-average shares outstanding - diluted		532,297,681		541,969,471

Basic and Diluted (net loss) earnings per share
Continuing operations		$	(0.03)	$	(0.22)
Discontinued operations		$	(0.02)	$	0.01
Net Income (Loss)		$	(0.05)	$	(0.21)

For the three months ended March 31, 2025, 510,115 units related to noncontrolling interests and 8,464,404 unvested RSUs were not included in the computation of diluted shares outstanding as their impact would have been anti-dilutive. In addition, 14,999,998 shares related to the Seller Earnouts and 9,969,087 unvested PRSUs were excluded from the calculation of basic and diluted earnings per share as the market and performance conditions had not yet been met as of the end of the period.

For the three months ended March 31, 2024, 10,158,541 unvested RSUs were not included in the computation of diluted shares outstanding as their impact would have been anti-dilutive. In addition, 14,999,998 shares related to the Seller Earnouts and 14,421,308 unvested PRSUs were excluded from the calculation of basic and diluted earnings per share as the market and performance conditions had not yet been met as of the end of the period.