Earnings Per Share

We calculate basic earnings per common share (“EPS”) pursuant to the two-class method as a result of the issuance of the Issued Cayman CPS on December 13, 2024. The two-class method is an earnings allocation formula that determines EPS for common stock and participating securities according to dividend and participation rights in undistributed earnings. Under this method, all current period earnings, distributed and undistributed, are allocated to common stock and participating securities based on their respective rights to receive dividends. The Issued CPS is considered a participating security. The Issued CPS is not included in the computation of basic EPS in periods in which we have a net loss, as the Issued CPS is not contractually obligated to share in our net losses.

With respect to the Issued CPS, diluted EPS is calculated using the more dilutive of the two-class method or if-converted method. The two-class method uses net income available to common stockholders and assumes conversion of all potential shares other than the participating securities. The if-converted method uses net income and assumes conversion of all potential shares including the participating securities.

Dilutive potential common stock include outstanding stock options, unvested restricted stock units, convertible senior notes and convertible preferred stock.

The following table summarizes the computation of basic and diluted EPS under the two-class or if-converted method in applicable periods, as well as the anti-dilutive shares excluded:


Year ended	August 29, 2025		August 30, 2024		August 25, 2023
Net income (loss) from continuing operations	$	25,391	$	(44,324)	$	7,858
Net income (loss) from discontinued operations	—		(8,148)		(195,384)
Net income (loss) attributable to Penguin Solutions – Basic and Diluted	$	25,391	$	(52,472)	$	(187,526)
Less: Preferred stock dividends	8,667		—		—
Income available for distribution	16,724		(52,472)		(187,526)
Income allocated to participating securities	1,263		—		—
Net income available to common stockholders	$	15,461	$	(52,472)	$	(187,526)

Weighted-average shares outstanding – Basic	53,154		52,428		49,566
Dilutive effect of equity plans and Convertible Senior Notes	1,214		—		1,756
Weighted-average shares outstanding – Diluted	54,368		52,428		51,322

Basic earnings (loss) per common share:
Continuing operations	$	0.29	$	(0.85)	$	0.16
Discontinued operations	—		(0.15)		(3.94)
	$	0.29	$	(1.00)	$	(3.78)

Method used:	Two-Class
Diluted earnings (loss) per common share:
Continuing operations	$	0.28	$	(0.85)	$	0.15
Discontinued operations	—		(0.15)		(3.80)
	$	0.28	$	(1.00)	$	(3.65)






Unweighted anti-dilutive shares:
Equity plans	945		5,184		2,238
Convertible Senior Notes	—		—		—
Preferred stock	6,096		—		—
	7,041		5,184		2,238

Upon any conversion of our convertible notes, we will be required to pay cash in an amount at least equal to the principal portion. We will settle any amount in excess of principal with respect to conversions of the 2026 Notes in common stock. and we have the option to settle in cash and/or common stock for the 2029 Notes and 2030 Notes. As a result, only the amounts expected to be settled in excess of the principal portion are considered in calculating diluted earnings per share under the if-converted method.

Historical Timeline

Fiscal Year	Filed
2025	Oct 21, 2025	Showing above
2024	Oct 24, 2024

2023	Oct 20, 2023

2022	Oct 14, 2022

2021	Oct 25, 2021

2020	Oct 22, 2020

2019	Nov 6, 2019

2018	Oct 30, 2018

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.

Penguin Solutions, Inc. Earnings Per Share Disclosure

Historical Timeline

About Earnings Per Share Disclosures

Other Available Disclosures