Earnings (Loss) per Share | Earnings (Loss) per Share As described in Note 1, on June 29, 2021, the Operating Agreement was amended and restated to, among other things, (i) provide for a new single class of common membership interests, the Alclear Units, and (ii) exchange all of the then-existing membership interests of the original Alclear equity owners for Alclear Units. Basic and diluted earnings per share of Class A Common Stock and Class B Common Stock is applicable only for periods after June 29, 2021, post the Reorganization, when the Company had outstanding shares of Class A Common Stock and Class B Common Stock. Shares of the Company’s Class C Common Stock and Class D Common Stock do not participate in the earnings or losses of the Company and are therefore not participating securities. As such, separate presentation of basic and diluted earnings (loss) per share of Class C Common Stock and Class D Common Stock under the two-class method has not been presented. Each share of Class C Common Stock (together with a corresponding Alclear Unit) is exchangeable for one share of Class A Common Stock and each share of Class D Common Stock (together with a corresponding Alclear Unit) is exchangeable for one share of Class B Common Stock. Shares classified as treasury stock within the condensed consolidated balance sheets are excluded from the calculation of earnings (loss) per share. Additionally, the Company assumes the exercise for certain vested warrants exercisable for little to no consideration in the calculation of basic earnings per share. Below is the calculation of basic and diluted net loss per common share: Three Months Ended June 30, 2022 Three Months Ended June 30, 2021 Class A Class B Class A Class B Basic: Net loss attributable to Clear Secure, Inc. $ (7,061) $ (94) $ (1,969) $ (35) Add: reallocation of net loss attributable to non-controlling interests from the assumed exercise of certain warrants (9) — — — Net loss attributable to Clear Secure, Inc. used to calculate net loss per common share, basic (7,070) (94) (1,969) (35) Weighted-average number of shares outstanding, basic 78,985,429 1,042,234 57,371,788 1,042,234 Add: weighted-average number of shares from the assumed exercise of certain warrants 434,775 — — — Weighted-average number of shares outstanding used to calculate net loss per common share, basic 79,420,204 1,042,234 57,371,788 1,042,234 Net loss per common share, basic: $ (0.09) $ (0.09) $ (0.03) $ (0.03) Diluted: Net loss attributable to Clear Secure, Inc. used to calculate net loss per common share, basic $ (7,070) $ (94) $ (1,969) $ (35) Weighted-average number of shares outstanding used to calculate net loss per common share, basic 79,420,204 1,042,234 57,371,788 1,042,234 Effect of dilutive shares — — — — Weighted-average number of shares outstanding, diluted 79,420,204 1,042,234 57,371,788 1,042,234 Net loss per common share, diluted: $ (0.09) $ (0.09) $ (0.03) $ (0.03) Six Months Ended June 30, 2022 Six Months Ended June 30, 2021 Class A Class B Class A Class B Basic: Net loss attributable to Clear Secure, Inc. $ (17,251) $ (231) $ (1,969) $ (35) Add: reallocation of net loss attributable to non-controlling interests from the assumed exercise of certain warrants (314) (4) — — Net loss attributable to Clear Secure, Inc. used to calculate net loss per common share, basic (17,565) (235) (1,969) (35) Weighted-average number of shares outstanding, basic 77,815,348 1,042,234 57,371,788 1,042,234 Add: weighted-average number of shares from the assumed exercise of certain warrants 238,609 — — — Weighted-average number of shares outstanding used to calculate net loss per common share, basic 78,053,957 1,042,234 57,371,788 1,042,234 Net loss per common share, basic: $ (0.23) $ (0.23) $ (0.03) $ (0.03) Diluted: Net loss attributable to Clear Secure, Inc. used to calculate net loss per common share, basic $ (17,565) $ (235) $ (1,969) $ (35) Weighted-average number of shares outstanding used to calculate net loss per common share, basic 78,053,957 1,042,234 57,371,788 1,042,234 Effect of dilutive shares — — Weighted-average number of shares outstanding, diluted 78,053,957 1,042,234 57,371,788 1,042,234 Net loss per common share, diluted: $ (0.23) $ (0.23) $ (0.03) $ (0.03) Due to the net loss for the periods presented, the following potential shares of common stock were determined to be anti-dilutive and were therefore excluded from the weighted-average share count in the computation of net loss per common share. Three and Six Months Ended June 30, 2022 Three and Six Months Ended June 30, 2021 Class A Class B Class A Class B Exchangeable Alclear Units 40,434,232 26,705,315 47,029,364 26,709,821 Dilutive RSA’s 1,101,714 — 2,069,544 1,953,803 Dilutive RSU’s 3,047,895 — 1,128,358 159,869 Total 44,583,841 26,705,315 50,227,266 28,823,493 The Company has excluded certain potentially dilutive shares from the table above as they had performance conditions that were not achieved as of the end of the periods above. |