Global Net Lease, Inc.GNL
Global Net Lease, Inc. Earnings Per Share Disclosure
Earnings Per Share
The following is a summary of the basic and diluted net loss per share computation for the periods presented:
| Year Ended December 31, | ||||||||||||||||||||
| (In thousands, except share and per share data) | 2025 | 2024 | 2023 | |||||||||||||||||
| Loss from continuing operations | $ | (135,747) | $ | (79,361) | $ | (191,218) | ||||||||||||||
| Preferred stock dividends | (43,743) | (43,744) | (27,438) | |||||||||||||||||
| Adjustments to net loss attributable to common stockholders for common share equivalents | (1,902) | (659) | (3,887) | |||||||||||||||||
| Adjusted net loss attributable to common stockholders - Continuing Operations | (181,392) | (123,764) | (222,543) | |||||||||||||||||
| Loss from discontinued operations | (89,710) | (52,211) | (20,692) | |||||||||||||||||
| Adjusted net loss attributable to common stockholders | $ | (271,102) | $ | (175,975) | $ | (243,235) | ||||||||||||||
| Weighted average common shares outstanding — Basic and Diluted | 223,255,282 | 230,440,385 | 142,584,332 | |||||||||||||||||
| Net loss from continuing operations — Basic and Diluted | $ | (0.81) | $ | (0.54) | $ | (1.57) | ||||||||||||||
| Net loss from discontinued operations — Basic and Diluted | (0.40) | (0.22) | (0.14) | |||||||||||||||||
| Net loss per share attributable to common stockholders — Basic and Diluted | $ | (1.21) | $ | (0.76) | $ | (1.71) | ||||||||||||||
Under current authoritative guidance for determining earnings per share, all unvested share-based payment awards that contain non-forfeitable rights to distributions are considered to be participating securities and therefore are included in the computation of earnings per share under the two-class method. The two-class method is an earnings allocation formula that determines earnings per share for each class of common shares and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. The Company’s unvested Restricted Share and certain of the Company’s unvested RSUs contain rights to receive distributions considered to be non-forfeitable, except in certain limited circumstances, and therefore the Company applies the two-class method of computing earnings per share. The calculation of earnings per share above excludes the distributions to the unvested Restricted Shares and certain unvested RSUs from the numerator.
Diluted net income per share assumes the conversion of all Common Stock share equivalents into an equivalent number of shares of Common Stock, unless the effect is anti-dilutive. The Company considers unvested RSUs, unvested Restricted Shares, unvested PSUs and Class A Units (prior to their exchange for Common Stock in the fourth quarter of 2024) to be common share equivalents.
The following table shows common share equivalents on a weighted-average basis that were excluded from the calculation of diluted earnings per share for the years ended December 31, 2025, 2024 and 2023 (see Note 13 — Equity-Based Compensation for additional information on all of the common share equivalents listed in the table below):
| December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
Unvested RSUs (1) | 1,777,647 | 950,936 | 85,518 | |||||||||||||||||
Unvested Restricted Shares (2) | 233,629 | 426,651 | 456,279 | |||||||||||||||||
Unvested PSUs (3) | 3,098,323 | 1,288,072 | 116,456 | |||||||||||||||||
Class A Units (4) | — | — | 35,233 | |||||||||||||||||
| Total common share equivalents excluded from EPS calculation | 5,109,599 | 2,665,659 | 693,486 | |||||||||||||||||
(1) There were 1,603,181, 1,248,179 and 535,768 unvested RSUs issued and outstanding as of December 31, 2025, 2024 and 2023, respectively.
(2) There were 168,656, 334,642 and 565,620 unvested Restricted Shares issued and outstanding as of December 31, 2025, 2024 and 2023, respectively.
(3) There were 3,165,179 PSUs outstanding as of December 31, 2025 and 1,288,072 PSUs outstanding as of December 31, 2024 and 2023.
(4) There were no Class A Units outstanding as of December 31, 2025 and 2024 and 115,857 Class A Units outstanding as of December 31, 2023.
No PSU share equivalents were included in the computation for the years ended December 31, 2025, 2024 and 2023 since their impact was anti-dilutive.Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 25, 2026 | Showing above |
| 2024 | Feb 27, 2025 | |
| 2023 | Feb 27, 2024 | |
| 2022 | Feb 23, 2023 | |
| 2021 | Feb 24, 2022 | |
| 2020 | Feb 26, 2021 | |
| 2019 | Feb 28, 2020 | |
| 2018 | Feb 28, 2019 | |
| 2017 | Feb 28, 2018 | |
| 2016 | Feb 28, 2017 | |
| 2015 | Feb 29, 2016 | |
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.