Note 18 — Net Loss Per Share

Basic and diluted earnings per common share (EPS) are computed using the two-class method, which is an earnings allocation formula that determines EPS for each class of common stock and participating securities, according to dividends declared and participation rights in undistributed earnings. The Company’s unvested Earnout Shares are considered participating securities because they are legally issued on the grant date and holders have a non-forfeitable right to receive dividends.

Basic EPS is generally calculated by dividing net income (loss) attributable to common stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS is generally calculated by dividing net income (loss) attributable to common stockholders adjusted for the effects of any dilutive securities by the weighted average number of common shares outstanding plus the additional dilution for all potentially dilutive securities. During loss periods, diluted loss per share is based on the weighted average number of common shares outstanding (basic), because the inclusion of common stock equivalents would be antidilutive.

The following table sets forth the computation of basic and diluted net loss per share:

Year Ended December 31, 

(in thousands, except per share data)

  ​ ​ ​

2025

  ​ ​ ​

2024

Numerator

 

 

Net loss

 

$

(95,438)

 

$

(126,701)

Less: net loss attributable to redeemable noncontrolling interest

(53,864)

 

(82,367)

Net loss attributable to Class A common stockholders

(41,574)

(44,334)

Less: net loss attributable to participating securities

(223)

(297)

Net loss attributable to Class A common stockholders, basic and diluted

$

(41,351)

$

(44,037)

Denominator

Weighted average Class A common stock outstanding

134,193

107,421

Weighted average unvested Earnout Shares outstanding

(719)

(719)

Weighted average Class A common stock outstanding, basic and diluted

133,474

106,702

Net loss per share to Class A common stockholders, basic and diluted

$

(0.31)

$

(0.41)

The Company’s potentially dilutive securities consist of the Company’s Public Warrants, Private Placement Warrants, RSUs, MSUs, PSUs, stock options, and unvested Earnout Shares. For the periods in which EPS is presented, the Company excluded the following potential shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to Class A common stockholders since their impact would have been antidilutive:

Year Ended December 31, 

(in thousands)

  ​ ​ ​

2025

2024

Public Warrants

 

14,949

 

14,949

Private Placement Warrants

3,149

3,149

RSUs

16,222

12,265

MSUs

148

262

PSUs

2,668

1,026

Stock options

436

457

37,572

32,108

Additionally, 718,750 unvested Earnout Shares were excluded from the computation of diluted EPS since the volume-weighted average price of the share did not equal or exceed at least $15.00 as of both December 31, 2025 and 2024. There were 1.0 million and 0.7 million MSUs that were excluded from the computation of diluted EPS as their market vesting conditions had not yet been met as of December 31, 2025 and 2024, respectively. There was 1.1 million and 0.7 million PSUs that were excluded from the computation of diluted EPS as their performance conditions would not have been met as of December 31, 2025 and 2024, respectively.

Historical Timeline

Fiscal YearFiled
2025Mar 9, 2026Showing above
2024Mar 6, 2025
2023Mar 6, 2024
2022Mar 30, 2023
2021Mar 24, 2022

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.