v3.22.2.2
EARNINGS PER SHARE
9 Months Ended
Sep. 30, 2022
Earnings Per Share [Abstract]  
EARNINGS PER SHARE EARNINGS PER SHARE
Basic earnings per share of Class A Common Stock is computed by dividing net income attributable to DMS Inc. by the weighted-average number of shares of Class A Common Stock outstanding during the period. Diluted earnings per share of Class A Common Stock is computed by dividing net income attributable to DMS Inc. adjusted for the income effects of dilutive instruments by the weighted-average number of shares of Class A Common Stock outstanding adjusted to give effect to potentially dilutive elements.

The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted earnings (loss) per share of Class A Common Stock:

Three Months Ended
September 30,
Nine Months Ended
September 30,
2022202120222021
Numerator:
Net (loss) income$(10,121)$5,394 $(27,365)$10,121 
Net (loss) income attributable to non-controlling interest(4,010)$1,858 (10,765)4,217 
Net (loss) income attributable to Digital Media Solutions, Inc. - basic$(6,111)$3,536 $(16,600)$5,904 
Add: Income effects of Class B convertible common stock$(4,010)$1,858 $— $4,217 
Net (loss) income attributable to Digital Media Solutions, Inc. - diluted$(10,121)$5,394 $(16,600)$10,121 
Denominator:
  Weighted average shares - basic39,961 36,511 37,644 35,050 
Add: dilutive effects of Class B convertible common stock25,699 25,853 — 25,853 
  Add: dilutive effects of employee equity awards— 267 — 515 
  Add: dilutive effects of public warrants— — — 168 
  Add: dilutive effects of deferred consideration— 690 — 402 
Weighted average shares - diluted65,660 63,321 37,644 61,988 
Net earnings (loss) per common share:
  Basic$(0.15)$0.10 $(0.44)$0.17 
  Diluted$(0.15)$0.09 $(0.44)$0.16 

Shares of the Company’s Class B convertible common stock do not participate in the earnings or losses of the Company and are therefore not participating securities. As such, separate basic and diluted earnings per share of Class B convertible common stock under the two-class method has not been presented.
For the three and nine months ended September 30, 2022, the Company excluded 4.0 million private warrants, 10.0 million public warrants, 5.0 million deferred consideration, 1.7 million stock options, 1.0 million RSUs, and 0.3 million PRSUs, respectively, as their effect would have been anti-dilutive. For the nine months ended September 30, 2022, the Company excluded the Class B convertible common stock, as their effect would have been anti-dilutive.

For the three months ended September 30, 2021, the Company excluded 4.0 million private warrants, 10.0 million public warrants, 1.9 million employee equity awards, as the effect was anti-dilutive. For the nine months ended September 30, 2021, the Company excluded 4.0 million private warrants and approximately 1.9 million employee equity awards, as their effect would have been anti-dilutive.
For the three and nine months ended September 30, 2021, the Company excluded contingent consideration issued in connection with Aramis, Aimtell and PushPros and Crisp Results acquisitions, which were payable in DMS common stock, as the necessary conditions to pay such consideration had not been satisfied by the end of the period.