Net Income Attributable to Shareholders of Crawford & Company per Common Share

The Company computes earnings per share of its non-voting Class A Common Stock ("CRDA") and voting Class B Common Stock ("CRDB") using the two-class method, which allocates the undistributed earnings in each period to each class on a proportionate basis. The Company's Board of Directors has the right, but not the obligation, to declare higher dividends on the CRDA shares than on the CRDB shares, subject to certain limitations. In periods when the dividend is the same for CRDA and CRDB or when no dividends are declared or paid to either class, the two-class method generally will yield the same earnings per share for CRDA and CRDB. During the first and second quarters of 2015 and 2014 the Board of Directors declared a higher dividend on CRDA than on CRDB.

The computations of basic net income attributable to shareholders of Crawford & Company per common share were as follows:



	Three months ended								Six months ended
	June 30, 2015				June 30, 2014				June 30, 2015				June 30, 2014
(in thousands, except earnings per share amounts)	CRDA		CRDB		CRDA		CRDB		CRDA		CRDB		CRDA		CRDB
Earnings per share - basic:
Numerator:
Allocation of undistributed earnings	$	371	$	299	$	4,384	$	3,578	$	156	$	127	$	6,660	$	5,465
Dividends paid	2,149		1,235		1,514		988		4,288		2,469		3,016		1,975
Net income available to common shareholders, basic	$	2,520	$	1,534	$	5,898	$	4,566	$	4,444	$	2,596	$	9,676	$	7,440

Denominator:
Weighted-average common shares outstanding, basic	30,673		24,690		30,256		24,690		30,597		24,690		30,088		24,690
Earnings per share - basic	$	0.08	$	0.06	$	0.19	$	0.18	$	0.15	$	0.11	$	0.32	$	0.30

The computations of diluted net income attributable to shareholders of Crawford & Company per common share were as follows:



	Three months ended								Six months ended
	June 30, 2015				June 30, 2014				June 30, 2015				June 30, 2014
(in thousands, except earnings per share amounts)	CRDA		CRDB		CRDA		CRDB		CRDA		CRDB		CRDA		CRDB
Earnings per share - diluted:
Numerator:
Allocation of undistributed earnings	$	374	$	296	$	4,427	$	3,535	$	157	$	126	$	6,744	$	5,381
Dividends paid	2,149		1,235		1,514		988		4,288		2,469		3,016		1,975
Net income available to common shareholders, diluted	$	2,523	$	1,531	$	5,941	$	4,523	$	4,445	$	2,595	$	9,760	$	7,356

Denominator:
Weighted-average common shares outstanding, basic	30,673		24,690		30,256		24,690		30,597		24,690		30,088		24,690
Weighted-average effect of dilutive securities	464		—		658		—		482		—		860		—
	31,137		24,690		30,914		24,690		31,079		24,690		30,948		24,690
Earnings per share - diluted	$	0.08	$	0.06	$	0.19	$	0.18	$	0.14	$	0.11	$	0.32	$	0.30

Listed below are the shares excluded from the denominator in the above computation of diluted earnings per share for CRDA because their inclusion would have been antidilutive:



	Three months ended		Six months ended
(in thousands)	June 30, 2015	June 30, 2014	June 30, 2015	June 30, 2014
Shares underlying stock options excluded due to the options' respective exercise prices being greater than the average stock price during the period	15	—	15	—
Performance stock grants excluded because performance conditions had not been met ⁽¹⁾	2,094	2,267	2,094	2,267

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⁽¹⁾	Compensation cost is recognized for these performance stock grants based on expected achievement rates; however, no consideration is given to these performance stock grants when calculating earnings per share until the performance measurements have been achieved. As of June 30, 2015, the Company does not expect these performance measurements to be achieved by December 31, 2015.

The following table details shares issued during the three months and six months ended June 30, 2015 and June 30, 2014. These shares are included from their dates of issuance in the weighted-average common shares used to compute basic earnings per share for CRDA in the table above. There were no shares of CRDB issued during any of these periods.



	Three months ended		Six months ended
(in thousands)	June 30, 2015	June 30, 2014	June 30, 2015	June 30, 2014
CRDA issued under non-employee director stock plan	7	6	55	60
CRDA issued under the U.K. ShareSave Scheme	96	255	96	261
CRDA issued under Executive Stock Bonus Plan	70	56	74	251
CRDA issued upon stock option plan exercises	—	—	—	106

Effective August 16, 2014, the Company's then existing stock repurchase authorization was replaced with a new authorization pursuant to which the Company has been authorized to repurchase up to 2,000,000 shares of CRDA or CRDB (or both) through July 2017 (the "2014 Repurchase Authorization"). Under the 2014 Repurchase Authorization, repurchases may be made in open market or privately negotiated transactions at such times and for such prices as management deems appropriate, subject to applicable contractual and regulatory restrictions.

During the three months and six months ended June 30, 2015, the Company repurchased 0 shares and 17,700 shares of CRDA, respectively, at an average cost of $7.79 per share. During the three months and six months ended June 30, 2014, the Company repurchased 163,830 and 337,938 shares of CRDA, respectively, at an average cost of $8.54 and $8.26 per share, respectively. The Company did not repurchase any shares of CRDB during any of these periods.