NET LOSS PER SHARE OF COMMON STOCK
Basic and diluted net loss per share attributable to common stockholders are calculated as follows (amounts in thousands, except per share amounts):
| | | | | | | | | | | | | | | |
| | | Year Ended December 31, |
| | | | | 2025 | | 2024 |
| Net loss attributable to Energy Vault Holdings, Inc. | | | | | $ | (103,611) | | | $ | (135,750) | |
| Less: accretion of redeemable non-controlling interest | | | | | 857 | | | — | |
| Net loss attributable to common stockholders | | | | | (104,468) | | | (135,750) | |
| | | | | | | |
| Weighted-average shares outstanding – basic and diluted | | | | | 160,533 | | | 149,846 | |
| Net loss per share attributable to common stockholders – basic and diluted | | | | | $ | (0.65) | | | $ | (0.91) | |
There were no common share equivalents that were dilutive for the years ended December 31, 2025 and 2024. Due to net losses during those periods, basic and diluted net loss per common share were the same, as the effect of potentially dilutive securities would have been anti-dilutive.
The following outstanding balances of common share equivalent securities have been excluded from the calculation of diluted weighted-average common shares outstanding because the effect is anti-dilutive for the year ended December 31, 2025 and 2024 (amounts in thousands):
| | | | | | | | | | | |
| Year Ended December 31, |
| 2025 | | 2024 |
| Warrants | 15,239 | | | 5,167 | |
| Stock options | 5,723 | | | 6,429 | |
| RSUs | 20,349 | | | 22,325 | |
| Convertible Debentures | 14,536 | | | — | |
| Total | 55,847 | | | 33,921 | |
In connection with merger with Novus in 2022, eligible Energy Vault stockholders immediately prior to the closing of the transaction obtained a contingent right to receive 9.0 million shares of the Company’s common stock (“Earn-Out Shares”) upon the Company’s common stock quoted on the NYSE equaling or exceeding certain specified prices for any 20 trading days within a 30 consecutive day trading period (“Earn-Out Triggering Event”). 9.0 million of common stock equivalents subject to the Earn-Out Shares are excluded from the anti-dilutive table above as of December 31, 2025 and 2024 as the Earn-Out Triggering Events for the underlying shares had not been satisfied. The contingent right for Earn-Out Shares expired on May 12, 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.