Earnings (Loss) Per Share

12 Months Ended

Dec. 31, 2025

EARNINGS (LOSS) PER SHARE

Basic earnings (loss) per share is calculated by dividing the applicable income (loss) by the weighted average number of shares of common stock outstanding for the applicable period. Diluted earnings per share is computed based on the weighted average number of common shares outstanding plus the effect of dilutive potential shares outstanding during the period using the treasury stock method, except for the 2028 Convertible Notes and 2025 Convertible Notes, which are calculated using the if-converted method. Dilutive potential common shares include employee equity options, non-vested shares and similar instruments granted by the Company and the assumed conversion impact of convertible notes. The Company will settle any convertible note conversions through a combination settlement by satisfying the principal amount outstanding with cash and any convertible note conversion value in excess of the principal amount in cash or shares of the Company’s common stock or any combination thereof. As the Company will settle the principal amount of convertible notes in cash upon conversion, the convertible notes only have an impact on the Company's diluted earnings per share when the average share price of the Company’s common stock exceeds the conversion price, in any applicable period. See the computation of earnings per share below for the dilutive impact of the convertible notes for the years ended December 31, 2025, 2024 and 2023.

In connection with the offering of the 2025 Convertible Notes, the Company entered into Capped Calls, which are intended to reduce or offset the potential dilution from shares of common stock issued upon conversion. The Company completed a partial unwind of the Capped Calls in connection with the Notes Exchanges and the impact of the remaining Capped Calls is

not included when calculating potentially dilutive shares since their effect is anti-dilutive. On June 1, 2025 the remaining Capped Calls expired in conjunction with the maturity and payoff of the 2025 Convertible Notes.

The table below presents the computation of basic and diluted earnings per share ($ and shares in millions, except per share amounts):


	Year Ended December 31,
		2025		2024		2023
Numerator:
Net income (loss)		$	47.0	$	(1,118.6)	$	(100.2)

Denominator:
Weighted-average common shares outstanding used in basic earnings per share		168.0		172.2		166.9
Incremental common shares from:
Assumed exercise of dilutive options, vesting of dilutive restricted stock units and performance stock units		1.2		—		—

Weighted-average common shares outstanding used in diluted earnings per share		169.2		172.2		166.9

Earnings (loss) per share:
Earnings (loss) - basic		$	0.28	$	(6.50)	$	(0.60)
Earnings (loss) - diluted		$	0.28	$	(6.50)	$	(0.60)

The following table presents the number of outstanding securities not included in the computation of diluted income per share, because their effect was anti-dilutive (in millions):


	Year Ended December 31,
		2025	2024	2023
Stock-based awards		7.2	6.8	4.4

Envista Holdings Corp 10-K