1 EXHIBIT 11 NEMATRON CORPORATION CALCULATION OF EARNINGS PER SHARE QUARTERS ENDED DECEMBER 31, 1996 AND 1995 QUARTER ENDED DECEMBER 31 -------------------------- 1996 1995 ASSUMPTIONS: Weighted average common shares outstanding during the period 4,566,079 2,869,613 Number of shares of common stock outstanding at end of the period 4,585,392 2,869,613 Number of options and warrants outstanding at end of the period 867,393 1,164,372 Number of common shares obtainable upon exercise of outstanding options and warrants as a percentage of outstanding common shares at end of the period 18.92% 40.58% Weighted average exercise price of options and warrants outstanding $ 4.49 $ 3.42 Average market price of common stock during the period $ 7.21 $ 4.87 Market price of common stock at end of the period $ 5.13 $ 5.00 Shares which could be repurchased at average market price limited to 20% of outstanding common stock 540,780 573,923 COMPUTATIONS FOR PRIMARY EARNINGS PER SHARE: APPLICATION OF ASSUMED PROCEEDS: Toward repurchase of outstanding common stock at average market price, limited to 20% of outstanding shares $3,898,476 2,795,005 Toward reduction of debt in FY 1997 - Toward reduction of debt in FY 1996 1,187,147 ---------- ---------- Total proceeds from exercise of options and warrants $3,898,476 $3,982,152 ========== ========== ADJUSTMENT OF NET INCOME: Actual net income A $ 10,516 $ 61,055 Interest reduction at 10.5% in FY 1997 - Interest reduction at 10.5% in FY 1996 31,163 ---------- ---------- Adjusted net income B $ 10,516 $ 92,218 ========== ========== ADJUSTMENT OF SHARES OUTSTANDING: Weighted average common shares outstanding C 4,566,079 2,869,613 Additional shares assumed to be issued 867,393 1,164,372 Outstanding shares assumed to be repurchased (540,780) (573,923) ---------- ---------- Adjusted shares outstanding D 4,892,693 3,460,062 ========== ========== PRIMARY EARNINGS PER SHARE: Before adjustment A/C $ 0.002 $ 0.021 ========== ========== After adjustment B/D $ 0.002 $ 0.027 ========== ========== FINANCIAL STATEMENT PRESENTATION $ 0.00 $ 0.02 ========== ========== FULLY DILUTED EARNINGS PER SHARE ARE NOT SHOWN BECAUSE THE RESULTS THEREOF ARE ANTI-DILUTIVE.