Note 16 – Earnings Per Share

Basic earnings per share is computed using the weighted average number of common shares outstanding during the periods presented. Diluted earnings per share is computed using the weighted average number of common shares outstanding adjusted to include the potentially dilutive effect of restricted stock units (see Note 12), convertible debt instruments (see Note 6), and other potentially dilutive securities.

The following table sets forth the computation of basic and diluted earnings (loss) per share attributable to Vishay stockholders (shares in thousands):

   
Years ended December 31,
 
   
2025
   
2024
   
2023
 
                   
Numerator:
                 
Net earnings (loss) attributable to Vishay stockholders
 
$
(8,978
)
 
$
(31,150
)
 
$
323,820
 
                         
Denominator:
                       
Denominator for basic earnings (loss) per share:
                       
Weighted average shares
   
135,603
     
136,838
     
139,318
 
   Outstanding phantom stock units
   
134
     
126
     
129
 
   Adjusted weighted average shares - basic
   
135,737
     
136,964
     
139,447
 
                         
Effect of dilutive securities:
                       
Restricted stock units
   
-
     
-
     
799
 
Dilutive potential common shares
   
-
     
-
     
799
 
                         
Denominator for diluted earnings (loss) per share:
                       
Adjusted weighted average shares - diluted
   
135,737
     
136,964
     
140,246
 
                         
                         
Basic earnings (loss) per share attributable to Vishay stockholders
 
$
(0.07
)
 
$
(0.23
)
 
$
2.32
 
                         
Diluted earnings (loss) per share attributable to Vishay stockholders
 
$
(0.07
)
 
$
(0.23
)
 
$
2.31
 

Diluted earnings (loss) per share for the years presented do not reflect the following weighted average potential common shares, as the effect would be antidilutive (in thousands):

 
Years ended December 31,
 
 
 
2025
   
2024
   
2023
 
                   
Restricted stock units
   
3,306
     
2,423
     
82
 

If the average market price of Vishay common stock is less than the effective conversion price of the convertible senior notes due 2030 no shares are included in the diluted earnings per share computation for the convertible senior notes due 2030.  Pursuant to the indenture governing the convertible senior notes due 2030, Vishay will satisfy its conversion obligations by paying $1 cash per $1 principal amount of converted notes and settle any additional amounts due in cash and/or common stock.  Similarly, the convertible senior notes due 2025 were considered, but not included, in the diluted earnings per share computation for any period presented or any period they were outstanding.

In connection with the issuance of the convertible senior notes due 2030, the Company entered into capped call transactions (see Note 6), which were not included in the calculation of diluted earnings per share as their effect would have been anti-dilutive.  The capped calls are intended to reduce the potential dilution to the Company's common stock in the event that at the time of conversion of the convertible senior notes due 2030 the Company's common stock price exceeds the conversion price of the convertible senior notes due 2030.

Historical Timeline

Fiscal YearFiled
2025Feb 13, 2026Showing above
2024Feb 14, 2025
2023Feb 16, 2024
2022Feb 22, 2023
2021Feb 23, 2022
2020Feb 24, 2021
2019Feb 14, 2020
2018Feb 15, 2019
2017Feb 16, 2018
2016Feb 17, 2017
2015Feb 17, 2016

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.