Net Loss Per Share

12 Months Ended

Dec. 31, 2023

Net Loss Per Share [Abstract]

NET LOSS PER SHARE

Note 10 NET LOSS PER SHARE

The Business Combination was accounted for as a reverse recapitalization by which FOXO Technologies Operating Company issued equity for the net assets of Delwinds accompanied by a recapitalization. Ner loss per share has been recast for all historical periods to reflect the Company’s capital structure for all comparative periods.

Shares under the Management Contingent Share Plan that are under review to the former CEO are included in the calculation of net loss per share. The Company excluded the effect of the 15,668 and 434,800 Management Contingent Shares outstanding and not vested as of December 31, 2023 and 2022, respectively, from the computation of basic and diluted net loss per share for the years ended December 31, 2023 and 2022, as the conditions to trigger the vesting of the Management Contingent Plan Shares had not been satisfied as of December 31, 2023 and 2022. See Note 15 for additional information.

The following table sets forth the calculation of basic and diluted loss per share for the periods presented based on the weighted average number of shares of the Company’s Class A Common Stock outstanding during the years ended December 31, 2023 and 2022:

	2023			2022
Net loss	$	(26,451	)	$	(95,255	)
Deemed dividends related to the Exchange Offer and trigger of down round provisions of Assumed Warrants		(3,378	)		-
Net loss to common stockholders	$	(29,829	)	$	(95,255	)
Basic and diluted weighted average number of Class A Common Stock		4,216			1,134
Basic and diluted net loss available to Class A Common Stock	$	(7.08	)	$	(84.00	)

The following Class A common stock equivalents of the Company have been excluded from the computation of diluted net loss per common share as the effect would be antidilutive and reduce the net loss per common stock (shares in actuals):

	December 31, 2023		December 31, 2022
Public and private warrants		1,037,875		1,037,875
Assumed Warrants		2,007,848		190,585
Stock options		119,371		296,550
Finder’s warrants		25,672		-
Total antidilutive shares		3,190,766		1,525,010