VEECO INSTRUMENTS INC Earnings Per Share Disclosure
Note 2 — Income (Loss) Per Share
Basic income (loss) per share is calculated by dividing net income (loss) by the weighted average number of shares outstanding during the period. Diluted income per share is calculated by dividing net income (loss) available to common shareholders by the weighted average number of shares used to calculate basic income per share plus the weighted average number of common share equivalents outstanding during the period. The dilutive effect of outstanding options to purchase common stock and share-based awards is considered in diluted income per share by application of the treasury stock method. Finally, the Company includes the dilutive effect of shares issuable upon conversion of its Notes in the calculation of diluted income per share using the if-converted method. The Company must settle the principal amount of the 2029 Notes in cash, and has the option to settle any excess of the conversion value over the principal amount in any combination of cash or shares. As such, the Company only includes the excess shares that may be issuable above the principal amount of the 2029 Notes in the dilutive share count, if the effect would be dilutive.
The computations of basic and diluted income (loss) per share for the years ended December 31, 2025, 2024, and 2023 are as follows:
For the year ended December 31, | |||||||||
| 2025 | | 2024 | | 2023 | ||||
(in thousands, except per share amounts) | |||||||||
Numerator: | |||||||||
Net income (loss) | $ | 35,390 | $ | 73,714 | $ | (30,368) | |||
Interest expense associated with convertible notes | 378 | 2,054 | — | ||||||
Net income (loss) available to common shareholders | $ | 35,768 | $ | 75,768 | $ | (30,368) | |||
Denominator: | |||||||||
Basic weighted average shares outstanding |
| 59,299 |
| 56,426 |
| 53,769 | |||
Effect of potentially dilutive share-based awards |
| 634 | 1,010 | — | |||||
Dilutive effect of convertible notes |
| 661 |
| 4,160 |
| — | |||
Diluted weighted average shares outstanding |
| 60,594 |
| 61,596 |
| 53,769 | |||
Net income (loss) per common share: | |||||||||
Basic | $ | 0.60 | $ | 1.31 | $ | (0.56) | |||
Diluted | $ | 0.59 | $ | 1.23 | $ | (0.56) | |||
Common share equivalents excluded from the diluted weighted average shares outstanding since the Company incurred a net loss and their effect would be antidilutive | — | — | 850 | ||||||
Potentially dilutive shares excluded from the diluted calculation as their effect would be antidilutive | 624 | 111 | 212 | ||||||
Maximum potential shares to be issued for settlement of convertible senior notes excluded from the diluted calculation as their effect would be antidilutive | 45 | — | 7,319 | ||||||
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.