v3.26.1
Net Loss Per Share
6 Months Ended
Jun. 30, 2026
Earnings Per Share [Abstract]  
Net Loss Per Share
Note 14. Net Loss Per Share
The Company follows the two-class method when computing net loss per common share when shares are issued that meet the definition of participating securities. The two-class method requires income available to common stockholders for the period to be allocated between common shares and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. The two-class method also requires losses for the period to be allocated between common shares and participating securities based on their respective rights if the participating security contractually participates in losses. As holders of Series B Preferred Stock, Series C Preferred Stock, 2024 WTI Warrants and 2025 WTI Warrants, which are determined to be participating securities, do not have a contractual obligation to fund losses, undistributed net losses are not allocated to them for purposes of the loss per share calculation.
Presented in the table below is a reconciliation of the numerator and denominator for the earnings per share calculations (in thousands, except per share amounts):
Three Months EndedSix Months Ended
June 30, 2026June 30, 2025June 30, 2026June 30, 2025
Numerator:
Net loss attributable to Innventure, Inc., stockholders$(26,503)$(84,227)$(47,308)$(227,224)
Less: Cumulative earnings to participating securities
35 37 73 42 
Undistributed loss for participating securities
(26,538)(84,264)(47,381)(227,266)
Less: Undistributed loss attributable to participating securities
— — — — 
Net loss attributable to common stockholders, basic and diluted$(26,538)$(84,264)$(47,381)$(227,266)
Denominator:
Weighted average number of shares outstanding, basic and diluted
83,117,031 52,546,491 80,504,971 49,417,092 
Net loss per share attributable to common stockholders, basic and diluted
$(0.32)$(1.60)$(0.59)$(4.60)
Basic and diluted net loss per share was the same for each period presented as the inclusion of all potential Common Stock outstanding would have been anti-dilutive.
The following table presents the potential Common Stock outstanding that was excluded from the computation of diluted net loss per share of Common Stock for the periods presented because including them would have been antidilutive:
Three Months EndedSix Months Ended
June 30, 2026June 30, 2025June 30, 2026June 30, 2025
Public warrants11,240,688 11,240,688 11,240,688 11,240,688 
Private placement warrants7,146,000 7,146,000 7,146,000 7,146,000 
2024 WTI Warrants2,493,765 1,000,000 2,493,765 1,000,000 
Convertible Debentures— 2,817,200 — 2,817,200 
2025 WTI Warrants495,074 495,074 495,074 495,074 
Series A Warrants1,625,235 — 1,625,235 — 
Series B Preferred Stock49,558 41,762 49,558 26,516 
Series C Preferred Stock318,540 189,000 318,540 194,062 
Share options1,635,192 1,596,702 1,635,192 1,596,702 
RSUs2,097,321 2,148,001 2,097,321 2,148,001 
SARs(1)
4,000,000 4,000,000 4,000,000 4,000,000 
(1)As of June 25, 2025, each of the Company’s share-settled SAR agreements was amended to limit payments made in the form of Common Stock to a maximum number of shares specified for the applicable holder, which total 4,000,000 in the aggregate.