FINANCIAL INSTITUTIONS INC Earnings Per Share Disclosure
(18.) (LOSS) EARNINGS PER COMMON SHARE
The following table presents a reconciliation of earnings and shares used in calculating basic and diluted EPS for each of the years ended December 31 (in thousands, except per share amounts). All outstanding unvested share-based payment awards that contain rights to non-forfeitable dividends are considered participating securities.
|
|
2024 |
|
|
2023 |
|
|
2022 |
|
|||
Net (loss) income available to common shareholders |
|
$ |
(43,105 |
) |
|
$ |
48,805 |
|
|
$ |
55,114 |
|
Weighted average common shares outstanding: |
|
|
|
|
|
|
|
|
|
|||
Total shares issued |
|
|
16,338 |
|
|
|
16,100 |
|
|
|
16,100 |
|
Unvested restricted stock awards |
|
|
(10 |
) |
|
|
(8 |
) |
|
|
(5 |
) |
Treasury shares |
|
|
(645 |
) |
|
|
(716 |
) |
|
|
(711 |
) |
Total basic weighted average common shares outstanding |
|
|
15,683 |
|
|
|
15,376 |
|
|
|
15,384 |
|
Incremental shares from assumed: |
|
|
|
|
|
|
|
|
|
|||
Vesting of restricted stock awards |
|
|
- |
|
|
|
99 |
|
|
|
87 |
|
Total diluted weighted average common shares outstanding |
|
|
15,683 |
|
|
|
15,475 |
|
|
|
15,471 |
|
|
|
|
|
|
|
|
|
|
|
|||
Basic (loss) earnings per common share |
|
$ |
(2.75 |
) |
|
$ |
3.17 |
|
|
$ |
3.58 |
|
Diluted (loss) earnings per common share |
|
$ |
(2.75 |
) |
|
$ |
3.15 |
|
|
$ |
3.56 |
|
On December 13, 2024, the Company completed an underwritten public offering of 4,600,000 common shares at $25.00 per share. The Company’s basic weighted average common shares outstanding for the year ended December 31, 2024 included weighted average shares of 238,798 as a result of the public offering.
For the year ended December 31, 2024, basic loss per common share was the same as diluted loss per common share because all potentially dilutive securities were anti-dilutive due to the net loss for the period.
For each of the periods presented, average shares subject to the following instruments were excluded from the computation of diluted EPS because the effect would be antidilutive (in thousands):
|
|
2024 |
|
|
2023 |
|
|
2022 |
|
|||
Restricted stock awards |
|
|
296 |
|
|
|
- |
|
|
|
- |
|
There were no participating securities outstanding for the years ended December 31, 2024, 2023 and 2022. Therefore, the two-class method of calculating basic and diluted EPS was not applicable for the years presented.
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.