Net Income per Share

3 Months Ended

Mar. 31, 2022

The following table presents the calculation of basic and diluted net income per share (in thousands, except per share information):


	Three Months Ended March 31,
	2022		2021
Net income, basic	$	27,136	$	13,593
Add back interest expense on convertible notes, net of tax (1)	627		—
Net income, diluted	$	27,763	$	13,593

Basic:
Weighted-average shares of common stock outstanding	33,843		31,864
Shares used in computing basic net income per share	33,843		31,864
Effect of dilutive securities:
Restricted stock subject to vesting	372		448
Shares issuable for acquisition consideration (2)	102		246
Shares issuable for conversion of convertible senior notes (1)	2,431		433
Shares issuable for exercise of warrants	91		24
Shares used in computing diluted net income per share	36,839		33,015

Basic net income per share	$	0.80	$	0.43
Diluted net income per share	$	0.75	$	0.41

(1)Upon adoption of ASU 2020-06 on January 1, 2022, the Company prospectively utilized the if-converted method to calculate the impact of convertible instruments on diluted earnings per share. Prior period amounts have not been adjusted due to the adoption of ASU 2020-06 under the modified retrospective method.

(2)For the three months ended March 31, 2022, this represents the shares held in escrow pursuant to: (i) the Asset Purchase Agreement with Zeon Solutions Incorporated and certain related entities (collectively, “Zeon”); (ii) the Asset Purchase Agreement with Catalyst Networks, Inc. (“Brainjocks”); (iii) the Stock Purchase Agreement with the shareholders of Productora de Software S.A.S. (“PSL”); (iv) the Purchase Agreement with Talos (as defined in Note 9 - Business Combinations); and (v) the Stock Purchase Agreement with the shareholders of Izmul S.A. (“Overactive”), as part of the consideration. For the three months ended March 31, 2021, this represents the shares held in escrow pursuant to: (i) the Asset Purchase Agreement with Zeon; (ii) the Asset Purchase Agreement with MedTouch LLC (“Medtouch”); (iii) the Asset Purchase Agreement with Brainjocks; and (iv) the Stock Purchase Agreement with PSL, as part of the consideration.

The number of anti-dilutive securities not included in the calculation of diluted net income per share were as follows (in thousands):


	Three Months Ended March 31,
	2022	2021
Restricted stock subject to vesting	80	—

Warrants related to the issuance of convertible senior notes	1,980	4,451
Total anti-dilutive securities	2,060	4,451

See Note 11, Long-term Debt for further information on the convertible senior notes and warrants related to the issuance of convertible notes.

The Company’s Board of Directors authorized the repurchase of up to $315.0 million of Company common stock through a stock repurchase program expiring December 31, 2022. The program could be suspended or discontinued at any time, based on market, economic, or business conditions. The timing and amount of repurchase transactions will be determined by management based on its evaluation of market conditions, share price, and other factors. Since the program’s inception on August 11, 2008, the Company has repurchased approximately $261.3 million (16.1 million shares) of outstanding common stock through March 31, 2022.