BigBear.ai Holdings, Inc.BBAI

BigBear.ai Holdings, Inc. Earnings Per Share Disclosure

10-KFiled Mar 2, 20262 min read
Net Loss Per Share
The numerators and denominators of the basic and diluted net loss per share are computed as follows (in thousands, except per share, unit and per unit data):
 Years Ended December 31,
Basic and diluted net loss per share202520242023
Numerator:
Net loss$(293,914)$(295,547)$(70,657)
Denominator:
Basic358,801,375 233,604,500 149,234,917 
Diluted358,801,375 233,604,500 149,234,917 
Basic net loss per share$(0.82)$(1.27)$(0.47)
Diluted net loss per share$(0.82)$(1.27)$(0.47)

The following securities were not included in the computation of diluted shares outstanding because the effect would be anti-dilutive:
Years Ended December 31,
202520242023
Stock options1,459,593 4,086,187 5,005,889 
Private warrants73,333 140,726 174,894 
Public warrants12,252,439 12,185,046 12,150,878 
2023 PIPE warrants— — 13,888,889 
2024 PIPE warrants— 9,000,000 — 
2023 RDO warrants— — 8,886,255 
2024 RDO warrants— 5,800,000 — 
2025 RDO warrants3,770,000 — — 
2026 Convertible notes1,664,732 99,867 18,844,600 
2029 Convertible notes35,069,965 51,317,177 — 
PSUs1,635,807 793,781 678,552 
RSUs13,322,794 4,723,239 9,359,923 
ESPP489,023 1,288,536 1,128,675 
Total
69,737,686 89,434,559 70,118,555 

Although certain convertible notes were converted during the year ended December 31, 2025, application of the if-converted method would have been anti-dilutive due to the Company’s net loss for the period; accordingly, such instruments were excluded from diluted earnings per share.
As described in Note 24—Subsequent Events, on January 2, 2026, the Company announced that all 2029 Convertible Notes outstanding as of January 16, 2026 (the “Redemption Date”), would be redeemed for cash at a price equal to the principal amount of such notes plus accrued and unpaid interest, as provided by the terms of the Exchange Agreement. All of the 2029 Convertible Notes were voluntarily converted by noteholders prior to the Redemption Date, resulting in the issuance of approximately 38.1 million shares of common stock.

Historical Timeline

Fiscal YearFiled
2025Mar 2, 2026Showing above
2024Mar 25, 2025

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.

Other Available Disclosures

Income TaxesRevenueFair ValuePP&EGoodwill & IntangiblesLeasesSegmentsDebtCommitmentsStock CompensationNew StandardsPay vs Performance