EARNINGS PER SHARE

6 Months Ended

Jun. 30, 2023

NOTE 6—EARNINGS PER SHARE

The following table sets forth the computation of the basic and diluted earnings per share attributable to Match Group shareholders:


	Three Months Ended June 30,
	2023				2022
	Basic		Diluted		Basic		Diluted

	(In thousands, except per share data)
Numerator
Net earnings (loss)	$	137,345	$	137,345	$	(32,365)	$	(32,365)
Net loss attributable to noncontrolling interests	—		—		507		507
Impact from subsidiaries’ dilutive securities	—		(34)		—		—
Interest on dilutive Exchangeable Notes, net of income tax(a)	—		3,179		—		—






Net earnings (loss) attributable to Match Group, Inc. shareholders	$	137,345	$	140,490	$	(31,858)	$	(31,858)

Denominator
Weighted average basic shares outstanding	278,133		278,133		285,126		285,126
Dilutive securities(b)(c)	—		3,472		—		—
Dilutive shares from Exchangeable Notes, if-converted(a)	—		13,397		—		—
Denominator for earnings per share—weighted average shares(b)(c)	278,133		295,002		285,126		285,126

Earnings (loss) per share:


Earnings (loss) per share attributable to Match Group, Inc. shareholders	$	0.49	$	0.48	$	(0.11)	$	(0.11)


	Six Months Ended June 30,
	2023				2022
	Basic		Diluted		Basic		Diluted

	(In thousands, except per share data)
Numerator
Net earnings	$	258,036	$	258,036	$	148,242	$	148,242
Net loss attributable to noncontrolling interests	118		118		433		433
Impact from subsidiaries’ dilutive securities	—		(64)		—		(153)
Interest on dilutive Exchangeable Notes, net of income tax(a)	—		6,357		—		2,218






Net earnings attributable to Match Group, Inc. shareholders	$	258,154	$	264,447	$	148,675	$	150,740

Denominator
Weighted average basic shares outstanding	278,693		278,693		284,794		284,794
Dilutive securities(b)(c)	—		3,733		—		5,949
Dilutive shares from Exchangeable Notes, if-converted(a)	—		13,397		—		7,955
Denominator for earnings per share—weighted average shares(b)(c)	278,693		295,823		284,794		298,698

Earnings per share:


Earnings per share attributable to Match Group, Inc. shareholders	$	0.93	$	0.89	$	0.52	$	0.50

______________________

(a)The Company uses the if-converted method for calculating the dilutive impact of the outstanding Exchangeable Notes. For the three and six months ended June 30, 2023, the Company adjusted net earnings attributable to Match Group, Inc. shareholders for the cash interest expense, net of income taxes, incurred on the 2026 and 2030 Exchangeable Notes. Dilutive shares were also included for the same series of Exchangeable Notes. For the three months ended June 30, 2022, the 2022, 2026, and 2030 Exchangeable Notes were not more dilutive under the if-converted method and therefore the weighted average 0.9 million, 6.6 million, and 6.8 million shares, respectively, related to the 2022, 2026, and 2030 Exchangeable Notes are excluded from dilutive securities. For the six months ended June 30, 2022, the Company adjusted net earnings from continuing operations attributable to Match Group, Inc. shareholders for the cash interest expense, net of income taxes, incurred on the 2022 and 2026 Exchangeable Notes and dilutive shares were included for the same set of notes. For the six months ended June 30, 2022, the 2030 Exchangeable Notes were not more dilutive under the if-converted method and therefore the weighted average 6.8 million shares related to the 2030 Exchangeable Notes are excluded from dilutive securities.

(b)If the effect is dilutive, weighted average common shares outstanding include the incremental shares that would be issued upon the assumed exercise of stock options, warrants, and subsidiary denominated equity and vesting of restricted stock units. For the three and six months ended June 30, 2023, 20.6 million and 17.2 million potentially dilutive securities, respectively, and for the three and six months ended June 30, 2022, 8.0 million and 2.6 million potentially dilutive securities, respectively, are excluded from the calculation of diluted earnings per share because their inclusion would have been anti-dilutive.

(c)Market-based awards and performance-based restricted stock units (“PSUs”) are considered contingently issuable shares. Shares issuable upon exercise or vesting of market-based awards and PSUs are included in the denominator for earnings per share if (i) the applicable market or performance condition(s) has been met and (ii) the inclusion of the market-based awards and PSUs is dilutive for the

respective reporting periods. For both the three and six months ended June 30, 2023, 3.5 million shares underlying market-based awards and PSUs, and for both the three and six months ended June 30, 2022, 1.5 million shares underlying market-based awards and PSUs, were excluded from the calculation of diluted earnings per share because the market or performance conditions had not been met.