Rubrik, Inc.RBRK

Rubrik, Inc. Earnings Per Share Disclosure

10-KFiled Mar 19, 20262 min read
Note 11 – Net Loss Per Share
For periods in which there were Class A and Class B shares outstanding, the rights, including the liquidation and dividend rights, of the holders of Class A and Class B common stock are identical, except with respect to voting, conversion, and transfer rights. As the liquidation and dividend rights are identical, the undistributed earnings are allocated on a proportionate basis to each class of common stock and the resulting basic and diluted net loss per share attributable to common stockholders are, therefore, the same for both Class A and Class B common stock on both individual and combined basis.
The following table presents the calculation of basic and diluted net loss per share (in thousands, except per share amounts):
Year Ended January 31,
202620252024
Class AClass BClass AClass BClass AClass B
Numerator:
Net loss$(241,860)$(106,968)$(428,333)$(726,487)$— $(354,158)
Denominator:
Weighted-average common stock shares used in computing net loss per share, basic and diluted136,221 60,247 57,229 97,065 — 55,228 
Weighted-average founders stock shares used in computing net loss per share, basic and diluted— — — — — 5,400 
Net loss per common stock share, basic and diluted$(1.78)$(1.78)$(7.48)$(7.48)$— $(5.84)
Net loss per founders stock share, basic and diluted$— $— $— $— $— $(5.84)
The following outstanding potentially dilutive securities were excluded from the computation of diluted net loss per share for the periods presented because the impact of including them would have been antidilutive (in thousands):
Year Ended January 31,
202620252024
Redeemable convertible preferred stock— — 74,183 
Issued and outstanding stock options8,970 9,570 3,185 
Unvested RSUs issued and outstanding21,481 22,216 50,174 
Convertible notes9,218 — — 
Restricted stock issued for business combination396 — — 
Total40,065 31,786 127,542 
The Company entered into the Capped Calls in connection with the issuance of the Convertible Notes. The effect of the Capped Calls was excluded from the calculation of diluted net loss per share attributable to the Company’s Class A common stockholders as the effect of the Capped Calls would have been anti-dilutive. The Capped Calls are generally expected to reduce the potential dilution to the Company’s Class A common stock upon any conversion of the relevant series of the Convertible Notes. See Note 8 Debt.
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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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