The components of the computation of basic and diluted income per LP unit of Icahn Enterprises are as follows:

(1)As their effect would have been anti-dilutive, approximately ten million and six million weighted average units have been excluded from the calculation of diluted net income per LP unit for the three months ended March 31, 2024 and 2023, respectively.

On February 26, 2024, we declared a quarterly distribution in the amount of $1.00 per depositary unit in which each depositary unitholder had the option to make an election to receive either cash or additional depositary units. Because the depositary unitholders had the election to receive the distribution either in cash or additional depositary units, we recorded a unit distribution liability of $439 million as the unit distribution had not been made as of March 31, 2024. In addition, the unit distribution liability, which is included in accrued expenses and other liabilities in the condensed consolidated balance sheets, is considered a potentially dilutive security and is considered in the calculation of diluted income per LP unit as disclosed above. Any difference between the liability recorded and the amount representing the aggregate value of the number of depositary units distributed and cash paid would be charged to equity.

In April 2024, we distributed an aggregate 19,186,659 depositary units to unitholders who did not elect to receive cash, of which an aggregate of 18,016,077 depositary units were distributed to Mr. Icahn and his affiliates. In connection with these distributions, aggregate cash distributions to all depositary unitholders that made a timely election to receive cash was $97 million, of which $55 million was distributed to Mr. Icahn and his affiliates in April 2024.

During the three months ended March 31, 2024, we sold 2,775,609 depositary units pursuant to the Open Market Sale Agreement, resulting in gross proceeds of approximately $50 million. As of March 31, 2024, we continue to have an Open Market Sale Agreement and Icahn Enterprises may sell its depositary units for up to an additional $99 million in aggregate gross sale proceeds pursuant to this agreement.

On May 9, 2023, the Board of Directors of the General Partner approved a repurchase program which authorizes Icahn Enterprises or affiliates of Icahn Enterprises to repurchase up to an aggregate of $500 million worth of any of our outstanding fixed-rate senior unsecured notes issued by Icahn Enterprises and Icahn Enterprises Finance Corp. and up to an aggregate of $500 million worth of the depositary units issued by Icahn Enterprises (the “Repurchase Program”). The repurchases of senior notes or depositary units may be done for cash from time to time in the open market, through tender offers or in privately negotiated transactions upon such terms and at such prices as management may determine. The authorization of the Repurchase Program is for an indefinite term and does not expire until later terminated by the Board of Directors of Icahn Enterprises GP. As of March 31, 2024, the Company has not repurchased any of the Company’s depositary units and the Company has repurchased $92 million worth of senior notes in aggregate under the Repurchase Program.