SAB Biotherapeutics, Inc. Earnings Per Share Disclosure
(5) Earnings per share
The Company computed basic earnings (loss) per share of common stock based on the weighted average number of shares of common stock utilizing the two-class method. The Company computed diluted earnings (loss) per share of common stock based on the weighted average number of shares of common stock outstanding plus potentially dilutive shares of common stock outstanding during the period, if applicable.
The following is a reconciliation of the numerator and denominator used to calculate basic earnings per share and diluted earnings per share for the years ended December 31, 2025 and 2024:
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For The Year Ended December 31, |
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2025 |
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|
2024 |
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Calculation of basic income (loss) per share attributable to the Company’s shareholders |
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|
|
|
|
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||
Net income (loss) |
|
$ |
13,273,683 |
|
|
$ |
(34,105,309 |
) |
Net income attributable to participating securities |
|
|
9,012,401 |
|
|
|
— |
|
Net income (loss) attributable to common stockholders - basic |
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|
4,261,282 |
|
|
|
(34,105,309 |
) |
Weighted-average common shares outstanding - basic |
|
|
19,311,798 |
|
|
|
9,261,918 |
|
Earnings per share - basic |
|
$ |
0.22 |
|
|
$ |
(3.68 |
) |
Calculation of diluted income (loss) per share attributable to the Company’s shareholders |
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|
|
|
|
|
||
Net income (loss) |
|
$ |
13,273,683 |
|
|
$ |
(34,105,309 |
) |
Change in fair value of warrant liabilities |
|
|
(62,000,073 |
) |
|
|
— |
|
Net income (loss) attributable to common stockholders - diluted |
|
$ |
(48,726,390 |
) |
|
$ |
(34,105,309 |
) |
|
|
|
|
|
|
|
||
Weighted-average common shares outstanding - basic |
|
|
19,311,798 |
|
|
|
9,261,918 |
|
Series B warrants and preferred stock |
|
|
42,028,395 |
|
|
|
— |
|
Weighted-average common shares outstanding – diluted |
|
|
61,340,193 |
|
|
|
9,261,918 |
|
Net income (loss) per share - diluted |
|
$ |
(0.79 |
) |
|
$ |
(3.68 |
) |
Net income (loss) per share is calculated utilizing the two-class method. In periods of income, the outstanding shares of preferred stock are considered to be participating securities. As a result, income is allocated to the common stock and participating securities. In periods of loss, the preferred stock is not considered to be a participating security.
Potentially dilutive shares of common stock from employee equity incentive plans, warrants and earnout shares are determined by applying the treasury stock method to the assumed exercise of outstanding stock options, the assumed vesting of outstanding RSUs, warrants, and earnout shares. The potentially dilutive impact from the assumed issuance of common stock associated with a contractual conversion feature is determined by applying the if-converted method to the assumed exercise of the outstanding conversion feature.
When computing diluted income (loss) per share, adjustments to the numerator are made for any changes in income (loss) such as changes in fair value that would not have occurred assuming the exercised or conversion of the potentially dilutive securities. During the year ended December 31, 2025, the Company recognized a gain of $62.0 million related to in-the-money warrants to purchase Series B preferred stock. As a result, the numerator is adjusted by these amounts in applying the treasury stock method and assuming the exercise of these instruments. The denominator is adjusted assuming the exercise of these instruments and the conversion of all outstanding shares of Series B preferred stock.
The Company’s other potentially dilutive securities, which include stock options, restricted stock awards, common stock warrants, preferred stock warrants, earnout shares, and contingently issuable earnout shares have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect:
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For The Year Ended December 31, |
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|||||
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|
2025 |
|
|
2024 |
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Stock options and awards |
|
|
20,902,411 |
|
|
|
2,999,312 |
|
Common Stock Warrants (1) |
|
|
2,233,407 |
|
|
|
2,233,407 |
|
Series A Preferred Stock (2) |
|
|
4,504,824 |
|
|
|
6,669,742 |
|
Preferred Stock Warrants (3) |
|
|
17,002,381 |
|
|
|
23,803,334 |
|
Contingently issuable Earnout Shares from unexercised Rollover |
|
|
150,806 |
|
|
|
150,806 |
|
Total |
|
|
44,793,829 |
|
|
|
35,856,601 |
|
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Mar 9, 2026 | Showing above |
| 2024 | Mar 31, 2025 | |
| 2023 | Mar 29, 2024 | |
| 2022 | Apr 14, 2023 | |
| 2021 | Mar 29, 2022 | |
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.