SoFi Technologies, Inc.SOFI
SoFi Technologies, Inc. Earnings Per Share Disclosure
Note 19. Earnings (Loss) Per Share
Series 1 Redeemable Preferred Stock has preferential cumulative dividend rights. To calculate net income (loss) attributable to common stockholders for each period presented, we adjust the numerator for basic and diluted EPS for the impact of the contractual amount of dividends payable to holders of Series 1 Redeemable Preferred Stock and the impact of redemption activity, if applicable. In May 2024, the Company redeemed all Series 1 Redeemable Preferred Stock outstanding. See Note 13. Equity for additional information.
Basic EPS is computed by dividing net income (loss) attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period.
Diluted EPS is computed by dividing net income (loss) attributable to common stockholders, as adjusted for activity related to convertible notes, net of tax, if dilutive and applicable, by the weighted average number of shares of common stock outstanding during the period plus the effect of dilutive potential common shares. These potential common shares relate to (i) contingently issuable shares including PSU awards which require future service as a condition of delivery of the underlying common stock as determined using contingently issuable share guidance, (ii) outstanding RSUs, options, warrants and shares issuable under the ESPP as determined using the treasury stock method, and (iii) shares issuable upon conversion of convertible notes as determined using the if-converted method. The adjustment for convertible notes reflects the conversion price at the end of the reporting period. We excluded the effect of all potentially dilutive common stock elements from the denominator in the computation of diluted EPS in the periods where their inclusion would have been anti-dilutive.
The calculations of basic and diluted earnings (loss) per share were as follows:
Year Ended December 31, | |||||||||||||||||
($ and shares in thousands, except per share amounts)(1) | 2025 | 2024 | 2023 | ||||||||||||||
| Numerator: | |||||||||||||||||
| Net income (loss) | $ | 481,320 | $ | 498,665 | $ | (300,742) | |||||||||||
Less: Redeemable preferred stock dividends | — | (16,503) | (40,425) | ||||||||||||||
Less: Redeemable preferred stock redemptions, net(2) | — | (3,026) | — | ||||||||||||||
Net income (loss) attributable to common stockholders – basic | $ | 481,320 | $ | 479,136 | $ | (341,167) | |||||||||||
Plus: Dilutive effect of convertible notes, net(3) | 1,380 | (44,360) | — | ||||||||||||||
Net income (loss) attributable to common stockholders – diluted(3) | $ | 482,700 | $ | 434,776 | $ | (341,167) | |||||||||||
| Denominator: | |||||||||||||||||
Weighted average common stock outstanding – basic(4) | 1,150,140 | 1,050,219 | 945,024 | ||||||||||||||
Convertible notes(5) | 62,219 | 33,973 | — | ||||||||||||||
Unvested RSUs | 31,130 | 14,405 | — | ||||||||||||||
Common stock options | 7,991 | 2,793 | — | ||||||||||||||
Unvested PSUs | 258 | — | — | ||||||||||||||
ESPP | 29 | — | — | ||||||||||||||
| Weighted average common stock outstanding – diluted | 1,251,767 | 1,101,390 | 945,024 | ||||||||||||||
Earnings (loss) per share – basic | $ | 0.42 | $ | 0.46 | $ | (0.36) | |||||||||||
Earnings (loss) per share – diluted(3) | $ | 0.39 | $ | 0.39 | $ | (0.36) | |||||||||||
(1)Certain amounts may not recalculate exactly using the rounded amounts provided. Earnings per share is calculated based on unrounded numbers.
(2)In May 2024, we redeemed all outstanding Series 1 Redeemable Preferred Stock. The premium of $3,026 for the excess of the amount paid upon redemption over the carrying value of redeemable preferred stock at the time of exercise is considered to be akin to a dividend, and as such is deducted from net income (loss) to determine the net income (loss) attributable to common stockholders. See Note 13. Equity for additional information.
(3)Reflects interest expense incurred, net of tax, associated with convertible note activity during the period as evaluated under the if-converted method. For the year ended December 31, 2024, diluted earnings per share of $0.39 and diluted net income attributable to common stockholders of $434,776 also exclude gain on extinguishment of debt, net of tax.
(4)On July 31, 2025, the Company sold 82.7 million shares of its common stock at an offering price of $20.85 per share. On December 8, 2025, the Company sold 54.5 million shares of its common stock at an offering price of $27.50 per share. See Note 13. Equity for additional information.
(5)For the years ended December 31, 2025 and 2024, includes incremental dilutive shares from 2026 convertible notes and 2029 convertible notes.
The following table presents the securities that were not included in the computation of diluted EPS as the effect would have been anti-dilutive. For the year ended December 31, 2023, all elements were excluded from our calculation of diluted EPS as there were no earnings attributable to common stockholders, and amounts reflect the number of instruments outstanding at the end of the period.
Year Ended December 31, | |||||||||||||||||
(Shares in thousands) | 2025 | 2024 | 2023 | ||||||||||||||
Unvested RSUs(1) | 1,928 | 14,985 | 64,879 | ||||||||||||||
Common stock options(1) | — | 6,658 | 17,897 | ||||||||||||||
Unvested PSUs(1) | 14,090 | 14,049 | 16,240 | ||||||||||||||
| ESPP | 589 | 59 | — | ||||||||||||||
Contingent common stock(2) | 46 | 46 | 46 | ||||||||||||||
Underwritten public offering options(3) | 623 | — | — | ||||||||||||||
Convertible notes | — | — | 49,611 | ||||||||||||||
Common stock warrants(4) | — | — | 12,171 | ||||||||||||||
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(1)Amounts reflect weighted average instruments outstanding.
(2)Represents contingently returnable common stock in connection with the Technisys Merger, which consists of shares that continued to be held in escrow as of December 31, 2025 pending resolution of outstanding indemnification claims by SoFi. These shares were issued in 2022 and partially released in 2023. All remaining shares were released in January 2026. See Note 2. Business Combinations for additional information.
(3)Amounts reflect weighted average options outstanding related to a 30-day option to purchase additional shares pursuant to our December 2025 underwritten public offering. See Note 13. Equity for additional information.
(4)All remaining unexercised common stock warrants expired in May 2024, subsequent to which the Company has no outstanding common stock warrants.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 17, 2026 | Showing above |
| 2024 | Feb 24, 2025 | |
| 2023 | Feb 27, 2024 | |
| 2022 | Mar 1, 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.