Basic earnings per share of Class A common stock is computed by dividing net income available to i3 Verticals, 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 available to i3 Verticals, Inc. by the weighted-average number of shares of Class A common stock outstanding adjusted to give effect to potentially dilutive securities.

The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted earnings per share of Class A common stock from continuing operations for the three and nine months ended June 30, 2026 and 2025:


	Three Months Ended June 30,				Nine Months Ended June 30,
	2026		2025		2026		2025
Basic net income (loss) per share:
Numerator
Net income (loss)	$	5,878	$	(996)	$	9,157	$	4,117
Less: Net income (loss) attributable to non-controlling interest	2,258		(586)		3,497		1,653
Net income (loss) attributable to Class A common stockholders	$	3,620	$	(410)	$	5,660	$	2,464
Denominator
Weighted average shares of Class A common stock outstanding	19,419,792		24,345,826		21,638,108		23,909,714
Basic net income (loss) per share	$	0.19	$	(0.02)	$	0.26	$	0.10

Diluted net income (loss) per share:
Numerator
Net income (loss) attributable to Class A common stockholders	$	3,620	$	(410)	$	5,660	$	2,464
Reallocation of net loss assuming conversion of common units(1)(2)	—		(446)		—		—
Net income (loss) attributable to Class A common stockholders – diluted	$	3,620	$	(856)	$	5,660	$	2,464

Denominator
Weighted average shares of Class A common stock outstanding	19,419,792		24,345,826		21,638,108		23,909,714
Weighted average effect of dilutive securities(2)	123,819		8,637,499		647,521		913,921
Weighted average shares of Class A common stock outstanding – diluted	19,543,611		32,983,325		22,285,629		24,823,635
Diluted net income (loss) per share	$	0.19	$	(0.03)	$	0.25	$	0.10

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1.The reallocation of net income assuming conversion of common units represents the tax effected net income attributable to non-controlling interest using the effective income tax rates described in Note 8 above and assuming all common units of i3 Verticals, LLC were exchanged for Class A common stock at the beginning of the period. The common units of i3 Verticals, LLC held by the Continuing Equity Owners are potentially dilutive securities, and the computations of diluted net income per share assume that all common units of i3 Verticals, LLC were exchanged for shares of Class A common stock at the beginning of the period.

a.8,381,681, 8,381,681 and 9,359,632 weighted average shares of Class B common stock for the three months ended June 30, 2026 and the nine months ended June 30, 2026 and 2025, respectively, along with the reallocation of associated net income assuming conversion of these shares (which represents the tax effected net income attributable to non-controlling interest using the effective income tax rates described in Note 8 above and assuming all common units of i3 Verticals, LLC were exchanged for Class A common stock at the beginning of the period), were excluded because the effect would have been anti-dilutive,

b.6,911,778, 4,362,416, 4,601,639 and 4,436,416 stock options for the three months ended June 30, 2026 and 2025 and for the nine months ended June 30, 2026 and 2025, respectively, were excluded because the exercise price of these stock options exceeded the average market price of our Class A common stock during the period (“out-of-the-money”) and the effect of including them would have been anti-dilutive, and

The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted earnings per share of Class A common stock from discontinued operations for the three and nine months ended June 30, 2026 and 2025:


	Three Months Ended June 30,				Nine Months Ended June 30,
	2026		2025(1)		2026		2025
Basic net (loss) income per share:
Numerator
Net (loss) income	$	(217)	$	19,421	$	(355)	$	18,185
Less: Net (loss) income attributable to non-controlling interest	(79)		6,129		(125)		5,865
Net (loss) income attributable to Class A common stockholders	$	(138)	$	13,292	$	(230)	$	12,320
Denominator
Weighted average shares of Class A common stock outstanding	19,419,792		24,345,826		21,638,108		23,909,714
Basic net (loss) income per share(1)	$	(0.01)	$	0.55	$	(0.01)	$	0.52

Diluted net (loss) income per share:
Numerator
Net (loss) income attributable to Class A common stockholders	$	(138)			$	(230)	$	12,320
Reallocation of net (loss) income assuming conversion of common units(2)(3)	(60)				(95)		4,459
Net (loss) income attributable to Class A common stockholders – diluted	$	(198)			$	(325)	$	16,779

Denominator
Weighted average shares of Class A common stock outstanding	19,419,792				21,638,108		23,909,714
Weighted average effect of dilutive securities(3)	8,381,681				8,381,681		10,273,553
Weighted average shares of Class A common stock outstanding – diluted	27,801,473				30,019,789		34,183,267
Diluted net (loss) income per share	$	(0.01)			$	(0.01)	$	0.49

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1.For the three months ended June 30, 2025, net income (loss) from continuing operations attributable to i3 Verticals, Inc. was in a loss position, so diluted net income per share of Class A common stock for discontinued operations is computed in the same manner as basic net income per share of Class A common stock for discontinued operations. The following securities were excluded from the weighted average effect of dilutive securities in the computation of diluted net loss per share of Class A common stock for discontinued operations:

2.The reallocation of net income assuming conversion of common units represents the tax effected net income attributable to non-controlling interest using the effective income tax rates described in Note 8 above and assuming all common units of i3 Verticals, LLC were exchanged for Class A common stock at the beginning of the period. The common units of i3 Verticals, LLC held by the Continuing Equity Owners are potentially dilutive securities, and the computations of diluted net income per share assume that all common units of i3 Verticals, LLC were exchanged for shares of Class A common stock at the beginning of the period.

a.6,911,778, 4,601,639 and 4,436,416 options to purchase shares of Class A common stock for the three months ended June 30, 2026 and the nine months ended June 30, 2026 and 2025, respectively, were excluded because the exercise price of these options exceeded the average market price of the Company's Class A common stock during the period (“out-of-the-money”) and the effect of including them would have been anti-dilutive, and

b.123,819 and 647,521 shares of Class A common stock for the three and nine months ended June 30, 2026, respectively, resulting from estimated stock option exercises and restricted stock units vesting as calculated by the treasury stock method were excluded because the effect of including them would have been anti-dilutive.

The following table sets forth reconciliations of the numerators and denominators used to compute basic and diluted earnings per share of Class A common stock from consolidated operations for three and nine months ended June 30, 2026 and 2025:


	Three Months Ended June 30,				Nine Months Ended June 30,
	2026		2025		2026		2025
Basic net income per share:
Numerator
Net income	$	5,661	$	18,425	$	8,802	$	22,302
Less: Net income attributable to non-controlling interest	2,179		5,543		3,372		7,518
Net income attributable to Class A common stockholders	$	3,482	$	12,882	$	5,430	$	14,784
Denominator
Weighted average shares of Class A common stock outstanding	19,419,792		24,345,826		21,638,108		23,909,714
Basic net income per share	$	0.18	$	0.53	$	0.25	$	0.62

Diluted net income per share:
Numerator
Net income attributable to Class A common stockholders	$	3,482	$	12,882	$	5,430	$	14,784
Reallocation of net income assuming conversion of common units(1)(2)	—		4,214		—		5,716
Net income attributable to Class A common stockholders – diluted	$	3,482	$	17,096	$	5,430	$	20,500

Denominator
Weighted average shares of Class A common stock outstanding	19,419,792		24,345,826		21,638,108		23,909,714
Weighted average effect of dilutive securities(3)	123,819		9,590,295		647,521		10,273,553
Weighted average shares of Class A common stock outstanding – diluted	19,543,611		33,936,121		22,285,629		34,183,267
Diluted net income per share	$	0.18	$	0.50	$	0.24	$	0.60

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a.8,381,681 weighted average shares of Class B common stock for both the three and nine months ended June 30, 2026, along with the reallocation of associated net income assuming conversion of these shares (which represents the tax effected net income attributable to non-controlling interest using the effective income tax rates described in Note 8 above and assuming all common units of i3 Verticals, LLC were exchanged for Class A common stock at the beginning of the period), were excluded because the effect would have been anti-dilutive, and

b.6,911,778, 4,362,416, 4,601,639 and 4,436,416 stock options for the three months ended June 30, 2026 and 2025 and the nine months ended June 30, 2026 and 2025, respectively, were excluded because the exercise price of these stock options exceeded the average market price of our Class A common stock during the period (“out-of-the-money”) and the effect of including them would have been anti-dilutive.