Basic earnings per share is computed by dividing net income by the weighted-average number of shares outstanding during the period. Diluted earnings per share is computed by dividing net income by the sum of (1) the weighted-average number of shares of common stock outstanding during the period, and (2) the dilutive effect of assumed conversion of equity awards using the treasury stock method. With respect to the number of weighted-average shares outstanding (denominator), diluted shares reflect: (i) the exercise of options to acquire common stock to the extent that the options’ exercise prices are less than the average market price of common shares during the period and (ii) the pro forma vesting of restricted stock units.


	Three months ended June 30,				Six months ended June 30,
	2026		2025		2026		2025

Basic earnings per share
Numerator:
Net income (loss) attributable to Mistras Group, Inc.	$	7,581	$	3,017	$	9,969	$	(169)
Denominator:
Weighted average common shares outstanding	31,831		31,439		31,725		31,268
Basic earnings per share	$	0.24	$	0.10	$	0.31	$	—

Diluted earnings per share:
Numerator:
Net income (loss) attributable to Mistras Group, Inc.	$	7,581	$	3,017	$	9,969	$	(169)
Denominator:
Weighted average common shares outstanding	31,831		31,439		31,725		31,268
Dilutive effect of stock options outstanding (1)	386		91		355		—
Dilutive effect of restricted stock units outstanding (1)	707		163		742		—
	32,924		31,693		32,822		31,268
Diluted earnings per share	$	0.23	$	0.10	$	0.30	$	—

(1) For the three months ended June 30, 2025, 375,000 shares, related to stock options and 877,000 shares, related to restricted stock units were anti-dilutive and therefore were excluded from the calculation of diluted earnings per share. For the six months ended June 30, 2026, 6,000 shares related to RSUs were anti-dilutive and therefore were excluded from the calculation of diluted earnings per share. For the six months ended June 30, 2025, 106,000 shares, related to stock options and 867,000 shares, related to restricted stock units were excluded from the calculation of diluted earnings per share due to the net loss for the period.