v3.25.4
Earnings Per Share
12 Months Ended
Dec. 31, 2025
Earnings Per Share [Abstract]  
Earnings Per Share
19.
Earnings Per Share

Basic earnings per share (“EPS”) is computed using the weighted average number of shares outstanding during the period and income available to shareholders. Diluted EPS includes additional common shares that would have been outstanding if potential common shares with a dilutive effect had been issued using the if-converted method for Convertible Debt and the treasury stock method for all other instruments.

Under the treasury stock method, the weighted average number of shares outstanding is adjusted to reflect the dilutive effects of stock-based awards and shares underlying the warrants related to the convertible senior notes due 2025.

Under the if-converted method:

1.
Convertible Senior Notes due 2025:
a.
Income available to shareholders is adjusted to add back interest expense, after tax (unless antidilutive).
b.
Weighted average number of shares outstanding is adjusted to include the shares underlying the convertible debt (unless antidilutive).
c.
Shares underlying the bond hedge (unless antidilutive).
2.
Convertible Senior Notes due 2029:
a.
Interest has been excluded from the numerator and no shares have been included in the denominator of diluted EPS, as the principal amount of convertible debt will be settled in cash with any excess conversion value settled in cash or shares of common stock.
b.
Excludes shares underlying the capped call as the shares are antidilutive.

The following table reconciles the numerator and denominator used to compute basic and diluted EPS for the years ended December 31, 2025, December 31, 2024, and December 31, 2023 (in thousands):

 

 

 

2025

 

 

2024

 

 

2023

 

Numerator for Basic and Diluted EPS:

 

 

 

 

 

 

 

 

 

Net income attributable to Parsons Corporation - basic

 

$

241,139

 

 

$

235,053

 

 

$

161,149

 

Convertible senior notes if-converted method interest adjustment

 

 

135

 

 

 

2,932

 

 

 

2,291

 

Net income attributable to Parsons Corporation - diluted

 

$

241,274

 

 

$

237,985

 

 

$

163,440

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator for Basic and Diluted EPS:

 

 

 

 

 

 

 

 

 

Basic weighted average number of shares outstanding

 

 

106,828

 

 

 

106,274

 

 

 

104,992

 

Dilutive effect of stock-based awards

 

 

1,418

 

 

 

1,778

 

 

 

1,173

 

Dilutive effect of warrants

 

 

286

 

 

 

494

 

 

 

 

Dilutive effect of convertible senior notes

 

 

1,161

 

 

 

3,628

 

 

 

8,917

 

Diluted weighted average number of shares outstanding

 

 

109,693

 

 

 

112,174

 

 

 

115,082

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

 

 

 

 

 

 

 

 

Basic

 

$

2.26

 

 

$

2.21

 

 

$

1.53

 

Diluted

 

$

2.20

 

 

$

2.12

 

 

$

1.42

 

Anti-dilutive stock-based awards excluded from the calculation of earnings per share for the years ended December 31, 2025, December 31, 2024, and December 31, 2023 were 14,571, 4,562, and 5,423, respectively.

Share Repurchases

On August 9, 2021, the Company’s Board of Directors authorized the Company to acquire a number of shares of Common Stock having an aggregate market value of not greater than $100 million from time to time, commencing on August 12, 2021. The Board further amended this authorization in August 2022 to remove the prior expiration date and grant executive leadership the discretion to determine the price for such share repurchases. The Board further amended this authorization in March 2025 to increase and reset the repurchase capacity to $250 million. Any purchases made by the Company during Q1 of 2025 were deducted from the reset capacity.

Under prior authorizations, the Company had repurchased shares with an aggregate market value of $79.7 million. The aggregate market value of shares of Common Stock the Company is authorized to acquire from prior authorizations and the March 2025 authorization is not greater than $329.7 million.

As of December 31, 2025, the Company has $125.0 million remaining under the stock repurchase program.

Repurchased shares of common stock are retired and included in “Repurchases of common stock” in cash flows from financing activities in the Consolidated Statements of Cash Flows. The primary purpose of the Company’s share repurchase program is to reduce the dilutive effect of shares issued under the Company’s ESOP and other stock benefit plans. The timing, amount and manner of share repurchases may depend upon market conditions and economic circumstances, availability of investment

opportunities, the availability and costs of financing, the market price of the Company's common stock, other uses of capital and other factors.

The following table summarizes the repurchase activity under the stock repurchase program.

 

 

 

2025

 

 

2024

 

Total shares repurchased

 

 

1,822,368

 

 

 

287,005

 

Total shares retired

 

 

1,822,368

 

 

 

287,005

 

Average price paid per share

 

$

68.59

 

 

$

87.10