We recorded net income attributable to PENN for both of the three and six months ended June 30, 2026, and for the six months ended June 30, 2025. As such, we used diluted weighted-average common shares outstanding when calculating diluted income per share. Stock options, restricted stock, and convertible debt that could potentially dilute basic EPS in the future are included in the computation of diluted income per share. The following table reconciles the weighted-average common shares outstanding used in the calculation of basic EPS to the weighted-average common shares outstanding used in the calculation of diluted EPS for the three and six months ended June 30, 2026, and for the six months ended June 30, 2025.


	For the three months ended June 30,		For the six months ended June 30,
(in millions)	2026	2025	2026	2025
Weighted-average common shares outstanding	133.7	149.0	133.6	150.6
Assumed conversion of:

Dilutive restricted stock	1.2	—	0.8	0.5
Convertible debt (1)	2.2	—	—	13.6
Weighted-average common shares outstanding - Diluted	137.1	149.0	134.4	164.7

For the three months ended June 30, 2025, we recorded a net loss attributable to PENN. As such, because the dilution from potential common shares was anti-dilutive, we used basic weighted-average common shares outstanding rather than diluted weighted-average common shares outstanding when calculating diluted loss per share. There are no reconciling items between the weighted-average common shares outstanding for basic and diluted EPS calculations for the period in which we recorded a net loss. Restricted stock and convertible debt that could potentially dilute basic EPS in the future, that is not included in the computation of diluted loss per share, is as follows:

Anti-dilutive equity-based awards are excluded from the computation of diluted EPS, and primarily consists of stock options awarded under the Company’s previous and current long-term incentive compensation plans and warrants previously issued (“Initial Warrants”) under the terms of the Investment Agreement between PENN and ESPN, entered into on August 8, 2023 (the “Investment Agreement”). The six months ended June 30, 2026 also excluded anti-dilutive shares associated with our convertible debt, which was fully repaid in May 2026. The prior year periods included warrants outstanding prior to the November 5, 2025 amendment to the Investment Agreement, pursuant to which the Initial Warrants were deemed vested through and including February 8, 2026, and the remaining unvested warrants were forfeited and cancelled for no consideration.

The Company’s calculation of weighted-average common shares outstanding includes the Exchangeable Shares issued in connection with theScore acquisition, as discussed in Note 10, “Stockholders’ Equity and Stock-Based Compensation.” The following table presents the calculation of basic and diluted earnings (loss) per share for the Company’s common stock for the three and six months ended June 30, 2026 and 2025:


	For the three months ended June 30,				For the six months ended June 30,
(in millions, except per share data)	2026		2025		2026		2025
Calculation of basic earnings (loss) per share:
Net income (loss) applicable to common stock	$	33.1	$	(17.4)	$	30.8	$	94.4
Weighted-average shares outstanding — PENN Entertainment, Inc.	133.6		148.6		133.5		150.2
Weighted-average shares outstanding — Exchangeable Shares	0.1		0.4		0.1		0.4
Weighted-average common shares outstanding — basic	133.7		149.0		133.6		150.6
Basic earnings (loss) per share	$	0.25	$	(0.12)	$	0.23	$	0.63

Calculation of diluted earnings (loss) per share:
Net income (loss) applicable to common stock	$	33.1	$	(17.4)	$	30.8	$	94.4
Interest expense, net of tax (1):
Convertible Notes	0.3		—		—		3.1
Diluted income (loss) applicable to common stock	$	33.4	$	(17.4)	$	30.8	$	97.5
Weighted-average common shares outstanding — diluted	137.1		149.0		134.4		164.7
Diluted earnings (loss) per share	$	0.24	$	(0.12)	$	0.23	$	0.59