Common Stock and Earnings per Share

Shares of the Company's two classes of common stock are traded on the NYSE under the symbols CRD-A and CRD-B, respectively. The Company's two classes of stock are substantially identical, except with respect to voting rights and the Company's ability to pay greater cash dividends on the non-voting Class A Common Stock than on the voting Class B Common Stock, subject to certain limitations. In addition, with respect to mergers or similar transactions, holders of Class A Common Stock must receive the same type and amount of consideration as holders of Class B Common Stock, unless different consideration is approved by the holders of 75% of the Class A Common Stock, voting as a class. As described in Note 11, "Stock-Based Compensation," certain shares of CRD-A are issued with restrictions under incentive compensation plans.

The Company's share repurchase authorization, approved in July 2017 (the "2017 Repurchase Authorization"), provided the Company with the ability to repurchase up to 2,000,000 shares of CRD-A or CRD-B (or both). The 2017 Repurchase Authorization was terminated on May 8, 2019.

Effective May 9, 2019, the Company's Board of Directors authorized the repurchase of up to 2,000,000 shares of CRD-A or CRD-B (or a combination of the two) through December 31, 2020 (the "2019 Repurchase Authorization"). Under the 2019 Repurchase Authorization, repurchases may be made for cash, in the open market or privately negotiated transactions at such times and for such prices as management deems appropriate, subject to applicable contractual and regulatory restrictions.

Through December 31, 2019, the Company had repurchased 1,103,398 shares of CRD-A and 1,736,011 shares of CRD-B at an average cost of $9.33 and $9.17, respectively, of which 421,427 shares of CRD-A and 1,376,889 shares of CRD-B were purchased pursuant to a stock purchase agreement authorized by the Board of Directors separate from the 2017 Repurchase Authorization and the 2019 Repurchase Authorization. At December 31, 2019, the Company had remaining authorization to repurchase 958,907 shares under the 2019 Repurchase Authorization.

Through December 31, 2018, the Company had repurchased 1,144,410 shares of CRD-A and 94,378 shares of CRD-B under the 2017 Repurchase Authorization at an average cost of $8.36 and $8.96, respectively. At December 31, 2018, the Company had remaining authorization to repurchase 427,883 shares under the 2017 Repurchase Authorization.

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

The Company computes earnings per share of CRD-A and CRD-B using the two-class method, which allocates the undistributed earnings for 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 CRD-A than on CRD-B, subject to certain limitations. In periods when the dividend is the same for CRD-A and CRD-B or when no dividends are declared or paid to either class, the two-class method generally will yield the same earnings per share for CRD-A and CRD-B. During 2019, 2018 and 2017, the Board of Directors declared a higher dividend on CRD-A than on CRD-B.

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



Year Ended December 31,	2019						2018				2017
	CRD-A			CRD-B			CRD-A		CRD-B		CRD-A		CRD-B
	(In thousands, except earnings per share)
Earnings per share - basic:
Numerator:
Allocation of undistributed earnings	$	(392	)	$	(294	)	$	6,941	$	5,509	$	7,821	$	6,144
Dividends paid	8,592			4,579			8,639		4,889		8,780		4,920
Net income available to common shareholders, basic	8,200			4,285			15,580		10,398		16,601		11,064
Denominator:
Weighted-average common shares outstanding, basic	30,637			22,975			30,805		24,449		31,322		24,606
Earnings per share - basic	$	0.27		$	0.19		$	0.51	$	0.43	$	0.53	$	0.45

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



Year Ended December 31,	2019						2018				2017
	CRD-A			CRD-B			CRD-A		CRD-B		CRD-A		CRD-B
	(In thousands, except earnings (loss) per share)
Earnings per share - diluted:
Numerator:
Allocation of undistributed earnings	$	(394	)	$	(292	)	$	7,003	$	5,447	$	7,911	$	6,053
Dividends paid	8,592			4,579			8,639		4,889		8,780		4,920
Net income available to common shareholders, diluted	8,198			4,287			15,642		10,336		16,691		10,973
Denominator:
Weighted-average common shares outstanding, basic	30,637			22,975			30,805		24,449		31,322		24,606
Weighted-average effect of dilutive securities ⁽¹⁾	453			—			629		—		836		—
Weighted-average number of shares outstanding, diluted	31,090			22,975			31,434		24,449		32,158		24,606
Earnings per share - diluted	$	0.26		$	0.19		$	0.50	$	0.42	$	0.52	$	0.45

Listed below are the shares excluded from the denominator in the above computation of diluted earnings per share for CRD-A because their inclusion would have been anti-dilutive:



Year Ended December 31,	2019	2018	2017
	(In thousands)
Shares underlying stock options excluded due to the options' respective exercise prices being greater than the average stock price during the period	622	1,175	711
Performance stock grants excluded because performance conditions had not been met ⁽¹⁾	717	752	402


⁽¹⁾	Compensation cost is recognized for these performance stock grants based on expected achievement rates; however no consideration is given for these performance stock grants when calculating earnings per share until the performance measurements are actually achieved.