Earnings Per Common Share (Tables)

9 Months Ended

Sep. 30, 2021

Schedule of Computation of Basic and Diluted Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share (amounts in thousands except per share amounts):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Numerator for earnings per common share - basic:
Net (loss) income	$	(2,814)	$	370	$	(14,792)	$	453,763
Net loss (income) attributable to noncontrolling interest	6		(1)		30		(803)
Preferred distributions	(1,997)		(1,997)		(5,991)		(5,991)


Numerator for net (loss) income per share - basic	$	(4,805)	$	(1,628)	$	(20,753)	$	446,969

Numerator for earnings per common share - diluted:
Net (loss) income	$	(2,814)	$	370	$	(14,792)	$	453,763
Net loss (income) attributable to noncontrolling interests	6		(1)		30		(803)
Preferred distributions	(1,997)		(1,997)		(5,991)		—

Numerator for net (loss) income per share - diluted	$	(4,805)	$	(1,628)	$	(20,753)	$	452,960

Denominator for earnings per common share - basic and diluted:
Weighted average number of common shares outstanding - basic(1)	122,190		121,673		122,128		121,824
RSUs(2)	—		—		—		1,525
LTIP Units(3)	—		—		—		76

Series D preferred shares; 6.50% cumulative convertible	—		—		—		2,857
Weighted average number of common shares outstanding - diluted	122,190		121,673		122,128		126,282

Net (loss) income per common share attributable to Equity Commonwealth common shareholders:
Basic	$	(0.04)	$	(0.01)	$	(0.17)	$	3.67
Diluted	$	(0.04)	$	(0.01)	$	(0.17)	$	3.59

Anti-dilutive securities(4):
Effect of Series D preferred shares; 6.50% cumulative convertible	3,237		2,857		3,237		—
Effect of RSUs(2)	490		1,525		601		—
Effect of LTIP Units	66		206		93		115
Effect of OP Units(5)	223		113		203		99

(1) The three months ended September 30, 2021 and 2020, include 262 and 150 weighted-average, unvested, earned RSUs, respectively, and the nine months ended September 30, 2021 and 2020, include 255 and 159 weighted-average, unvested, earned RSUs, respectively.

(2) Represents the weighted-average number of common shares that would have been issued if the quarter-end was the measurement date for unvested, unearned RSUs.

(3) Represents the weighted-average dilutive shares issuable from LTIP Units if the quarter-end was the measurement date for the periods shown.

(4) The Series D preferred shares are excluded from the diluted earnings per share calculation for the three and nine months ended September 30, 2021 and for the three months ended September 30, 2020, because including the Series D preferred shares would also require that the preferred distributions be added back to net income, resulting in anti-dilution. The

RSUs and market-based LTIP Units are excluded from the diluted earnings per share calculation for the three and nine months ended September 30, 2021 and for the three months ended September 30, 2020, because including them results in anti-dilution.

(5) Beneficial interests in the Operating Trust.