Net Income per Share

3 Months Ended

Mar. 31, 2024

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,
	2024		2023
Net income, basic	$	11,555	$	26,800
Add back interest expense on convertible notes, net of tax	534		560
Net income, diluted	$	12,089	$	27,360

Basic:
Weighted-average shares of common stock outstanding	34,149		33,914
Shares used in computing basic net income per share	34,149		33,914
Effect of dilutive securities:
Restricted stock and performance stock awards subject to vesting	177		154
Shares issuable for acquisition consideration (1)	149		199
Shares issuable for conversion of convertible senior notes	2,430		2,430

Shares used in computing diluted net income per share	36,905		36,697

Basic net income per share	$	0.34	$	0.79
Diluted net income per share	$	0.33	$	0.75

(1)For the three months ended March 31, 2024, 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 Purchase Agreement with Talos LLC, Talos Digital LLC, Talos Digital SAS and TCOMM SAS (collectively, “Talos”); (iii) the Stock Purchase Agreement with the shareholders of Izmul S.A. (“Overactive”); (iv) the Purchase Agreement with the shareholders of Ameex Technologies Corporation (“Ameex”); and (v) the Purchase Agreement with the shareholders of SMEDIX, Inc. (“SMEDIX”), as part of the consideration. For the three months ended March 31, 2023, this represents the shares held in escrow pursuant to: (i) the Asset Purchase Agreement with 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; (v) the Stock Purchase Agreement with the shareholders of Overactive; (vi) the Stock Purchase Agreement with the shareholders of Inflection Point Systems, Inc.; and (vii) the Purchase Agreement with the shareholders of Ameex, 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,
	2024	2023
Restricted stock and performance stock awards subject to vesting	109	276

Warrants related to the issuance of convertible senior notes	2,431	2,431
Total anti-dilutive securities	2,540	2,707

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 $375.0 million of Company common stock through a stock repurchase program expiring December 31, 2024. 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 $291.1 million (16.5 million shares) of outstanding common stock through March 31, 2024.