Note 11 - Earnings Per Share ("EPS")

9 Months Ended

Sep. 30, 2026

Notes to Financial Statements

Earnings Per Share [Text Block]

11. Earnings Per Share ("EPS")

The following table presents a reconciliation of Net income (loss) and shares used in calculating basic and diluted net income (loss) per common share for the periods indicated:

	Three Months Ended September 30,					Nine Months Ended September 30,
(in thousands, except share and per share data)	2026			2025		2026			2025
Numerator for EPS:
Net income (loss)	$	—		$	794	$	(957	)	$	762
Less: Net income attributable to non-controlling interests		45			22		63			47
Net (loss) income attributable to LGL Group common stockholders	$	(45	)	$	772	$	(1,020	)	$	715
Denominator for EPS:
Weighted average common shares outstanding - basic		10,942,500			5,312,797		7,906,071			5,356,726
Adjustment for bonus element - Rights Offering (a)		17,848			58,511		52,724			58,995
Adjusted weighted average shares outstanding - basic		10,960,348			5,371,308		7,958,795			5,415,721
Dilutive effects (b):
Warrants		—			319,065		—			308,508
Restricted stock		—			17,881		—			14,088
Weighted average common shares outstanding - diluted (a)		10,960,348			5,708,254		7,958,795			5,738,317
(Loss) income per common share attributable to LGL Group common stockholders:
Basic	$	(0.00	)	$	0.14	$	(0.13	)	$	0.13
Diluted	$	(0.00	)	$	0.14	$	(0.13	)	$	0.12

^(a) Weighted average shares outstanding for the three and nine months ended September 30, 2026 and 2025 have been retroactively adjusted for the bonus element of the Rights Offering. Refer to "Rights Offering Bonus Element" below.

^(b) For the three and nine months ended September 30, 2026, weighted average shares used for calculating earnings per share excludes subscription rights to purchase 6,062,714 shares of common stock, stock options to purchase 200,000 shares of common stock, and 138,315 shares from restricted stock awards as the inclusion of these instruments would be anti-dilutive to the earnings per share calculation.

Rights Offering Bonus Element

The subscription price of $6.90 per share in the Rights Offering described in Note 10 - Stockholders' Equity was less than the fair value of the Company’s common stock immediately prior to the exercise of the Rights. As a result, the Rights Offering contained a bonus element, which FASB ASC Topic 260, Earnings Per Share ("ASC 260"), requires to be treated in a manner similar to a stock dividend. Weighted average shares outstanding used to compute basic and diluted earnings per share have been retroactively adjusted for all periods prior to July 15, 2026, the expiration date, by an adjustment factor of 1.011. The adjustment factor is the ratio of the fair value per share of common stock immediately prior to the exercise of the Rights of $7.06 to the theoretical ex-rights fair value per share of $6.98. The adjustment reduced previously reported basic earnings per share for the three months ended September 30, 2025 from $0.15 to $0.14 and diluted earnings per share for the nine months ended September 30, 2025 from $0.13 to $0.12; other previously reported amounts were unchanged.