P3 Health Partners Inc.PIII

P3 Health Partners Inc. Earnings Per Share Disclosure

10-KFiled Mar 26, 20262 min read
The following table provides the computation of basic and diluted net loss per share:
Year Ended December 31,
20252024
(in thousands, except per share data)
Numerator–basic:
Net loss attributable to Class A common stockholders–basic$(147,948)$(135,849)
Numerator–diluted:
Net loss attributable to Class A common stockholders–basic$(147,948)$(135,849)
Effect of dilutive securities:
Liability-classified warrants— (23,078)
Net loss attributable to Class A common stockholders–diluted$(147,948)$(158,927)
Denominator–basic:
Weighted average Class A common shares outstanding–basic3,269 2,904 
Net loss per share attributable to Class A common stockholders–basic$(45.26)$(46.78)
Denominator–diluted:
Weighted average Class A common shares outstanding–basic3,269 2,904 
Weighted average effect of dilutive securities:
Liability-classified warrants— 1,823 
Weighted average shares outstanding–diluted3,269 2,940 
Net loss per share attributable to Class A common stockholders–diluted$(45.26)$(54.06)
All periods presented in the table above have been retroactively adjusted to reflect the 1-for-50 reverse stock split effected on April 11, 2025. See Note 3 “Significant Accounting Policies” for further information.
Shares of Class V common stock do not share in the earnings or losses of P3 and are therefore not participating securities. As such, separate presentation of basic and diluted net loss per share for Class V common stock under the two-class method is not required. The following table presents potentially dilutive securities excluded from the computation of diluted net loss per share for the periods presented because their effect would have been anti-dilutive, adjusted for the reverse stock split as noted above.
Year Ended December 31,
20252024
(in thousands)
Stock warrants (1)
7,789 3,582
Stock options (1)
443 390
Restricted stock units (1)
172 161 
Shares of Class V common stock (2)
3,919 3,919 
Total12,323 8,052
__________________
(1)Represents the number of instruments outstanding at the end of the period. Application of the treasury stock method would reduce this amount if they had a dilutive effect and were included in the computation of diluted net loss per share
(2)Shares of Class V common stock at the end of the period are considered antidilutive shares of Class A common stock under application of the if-converted method in 2024 and 2025.

Historical Timeline

Fiscal YearFiled
2025Mar 26, 2026Showing above
2024Mar 28, 2025
2023Mar 28, 2024
2022Mar 31, 2023

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.

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