UWM Holdings CorpUWMC
UWM Holdings Corp Earnings Per Share Disclosure
EARNINGS PER SHARE
The Company has two classes of economic shares authorized - Class A and Class B common stock. The Company applies the two-class method for calculating earnings per share for Class A common stock and Class B common stock. In applying the two-class method, the Company allocates undistributed earnings equally on a per share basis between Class A and Class B common stock. According to the Company’s certificate of incorporation, the holders of the Class A and Class B common stock are entitled to participate in earnings equally on a per-share basis, as if all shares of common stock were of a single class, and in such dividends as may be declared by the Board of Directors. RSUs awarded as part of the Company’s stock compensation plan are included in weighted-average Class A shares outstanding in the calculation of basic earnings per share once the RSUs are vested and shares are issued.
Basic earnings per share of Class A common stock and Class B common stock is computed by dividing net income attributable to UWM Holdings Corporation by the weighted-average number of shares of Class A common stock and Class B common stock outstanding during the period. Diluted earnings per share of Class A common stock and Class B common stock is computed by dividing net income by the weighted-average number of shares of Class A common stock and Class B common stock outstanding, adjusted to give effect to potentially dilutive securities. See Note 13, Non-Controlling Interest for a description of the Paired Interests. Refer to Note 1 - Organization, Basis of Presentation and Summary of Significant Accounting Policies - for additional information related to the Company's capital structure.
There was no Class B common stock outstanding as of December 31, 2025 or December 31, 2024.
The following table sets forth the calculation of basic and diluted earnings per share for the periods ended December 31, 2025, 2024, and 2023 (in thousands, except shares and per share amounts):
| For the year ended December 31, | |||||||||||||||||
| 2025 | 2024 | 2023 | |||||||||||||||
Net income (loss) | $ | 244,023 | $ | 329,375 | $ | (69,782) | |||||||||||
Net income (loss) attributable to non-controlling interest | 216,643 | 314,971 | (56,552) | ||||||||||||||
Net income (loss) attributable to UWMC | 27,380 | 14,404 | (13,230) | ||||||||||||||
| Numerator: | |||||||||||||||||
Net income (loss) attributable to Class A common shareholders | $ | 27,380 | $ | 14,404 | $ | (13,230) | |||||||||||
Net income (loss) attributable to Class A common shareholders - diluted | $ | 194,310 | $ | 14,404 | $ | (13,230) | |||||||||||
| Denominator: | |||||||||||||||||
| Weighted average shares of Class A common stock outstanding - basic | 211,407,534 | 111,374,469 | 93,245,373 | ||||||||||||||
| Weighted average shares of Class A common stock outstanding - diluted | 1,599,179,891 | 111,374,469 | 93,245,373 | ||||||||||||||
Earnings (loss) per share of Class A common stock outstanding - basic | $ | 0.13 | $ | 0.13 | $ | (0.14) | |||||||||||
Earnings (loss) per share of Class A common stock outstanding - diluted | $ | 0.12 | $ | 0.13 | $ | (0.14) | |||||||||||
For purposes of calculating diluted earnings per share, it was assumed that the outstanding shares of Class D common stock were exchanged for Class B common stock and converted to Class A common stock under the if-converted method, and it was determined that the conversion would be dilutive for the year ended December 31, 2025, and anti-dilutive for the years ended December 31, 2024 and 2023. Under the if-converted method, all of the Company's net income for the applicable periods is attributable to Class A common shareholders. The net income of the Company under the if-converted method is calculated including an estimated income tax provision which is determined using a blended statutory effective tax rate.
The Public and Private Warrants were not in the money and the triggering events for the issuance of earn-out shares were not met during the years ended December 31, 2025, 2024, and 2023. Therefore, these potentially dilutive securities were excluded from the computation of diluted earnings per share. Unvested RSUs have been considered in the calculations of diluted earnings per share for the years ended December 31, 2025, 2024, and 2023 using the treasury stock method and the impact was either anti-dilutive or immaterial.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 25, 2026 | Showing above |
| 2024 | Feb 26, 2025 | |
| 2023 | Feb 28, 2024 | |
| 2022 | Mar 1, 2023 | |
| 2021 | Mar 1, 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.