ALNYLAM PHARMACEUTICALS, INC.ALNY

ALNYLAM PHARMACEUTICALS, INC. Earnings Per Share Disclosure

10-KFiled Feb 12, 20262 min read
11. NET INCOME (LOSS) PER COMMON SHARE
We compute basic net income (loss) per common share by dividing net income (loss) by the weighted-average number of common shares outstanding. Diluted net income per common share utilizing the treasury stock and if-converted methods is based upon the weighted-average number of common shares and dilutive potential common share equivalents outstanding during the period. For periods in which we have generated a net loss, diluted net loss per common share is the same as basic net loss per common share, as the inclusion of potentially dilutive common shares would be anti-dilutive.
The following table sets forth the computation of basic and diluted net income (loss) per share:
Years Ended December 31,
(In thousands, except per share amounts)
202520242023
Net income (loss), as reported$313,747 $(278,157)$(440,242)
Adjustment for the elimination of interest expense on the convertible debt
— — — 
Net income (loss), for use in diluted income per share$313,747 $(278,157)$(440,242)
Weighted-average common shares — basic
131,004 127,651 124,906 
Effect of dilutive securities:
Options to purchase common stock, inclusive of performance-based stock options2,265 — — 
Restricted stock units, inclusive of performance-based restricted stock units
1,407 — — 
Employee stock purchase program
8 — — 
Weighted-average common shares — diluted
134,684 127,651 124,906 
Net income (loss) per common share — basic$2.39 $(2.18)$(3.52)
Net income (loss) per common share — diluted$2.33 $(2.18)$(3.52)
The following table sets forth the potential common shares excluded from the calculation of diluted net loss per common share because their inclusion would be anti-dilutive:
Years Ended December 31,
(In thousands)202520242023
Options to purchase common stock, inclusive of performance-based stock options118 5,136 7,422 
Restricted stock units, inclusive of performance-based restricted stock units
7 2,679 2,058 
Convertible debt3,238 3,616 3,616 
Total3,363 11,431 13,096 
The effect of the 2022 Capped Call Transactions and 2025 Capped Call Transactions was also excluded from the calculation of diluted net income (loss) per share because exercise of these transactions would potentially reduce the number of shares of our common stock outstanding and, therefore, would be anti-dilutive. In the years ended December 31, 2025 and 2024, we excluded 6.2 million and 5.2 million shares, respectively, related to these transactions.
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About Earnings Per Share Disclosures

The earnings per share disclosure breaks down the calculation from net income to both basic and diluted EPS, revealing the full impact of a company's capital structure on per-share economics. The reconciliation between basic and diluted share counts exposes how many stock options, RSUs, convertible securities, and warrants are potentially dilutive to existing shareholders.

Key signals: a widening gap between basic and diluted shares indicates growing dilution from equity compensation or convertible instruments. Anti-dilutive securities excluded from the diluted calculation deserve attention — they represent latent dilution that will materialize if the stock price rises. Watch for the effect of share buybacks on per-share metrics: EPS growth driven primarily by repurchases rather than income growth signals weakening fundamentals. Compare year-over-year changes in the diluted share count against equity compensation expense to assess whether management is effectively managing dilution.

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