VSE Corporation Quarterly report [Sections 13 or 15(d)]

Quarterly report [Sections 13 or 15(d)]

Earnings Per Share

Earnings Per Share

9 Months Ended

Sep. 30, 2026

Basic earnings per share ("EPS") is computed by dividing net income by the weighted average number of shares of common stock outstanding during each period, with shares issued during the period weighted based on the portion of time they were outstanding. Basic EPS includes the equity issued as part of the purchase consideration for the PAG Acquisition, weighted from the date of issuance. The calculation of diluted earnings per common share includes the dilutive effects of the assumed vesting of outstanding stock-based awards and the settlement of prepaid stock purchase contracts, which were issued in connection with the Company's

February 2026 issuance of tangible equity units. See Note (13) "Common Stock and Tangible Equity Unit Public Offerings" for further discussion of the prepaid stock purchase contracts, which are assumed to be outstanding at the minimum settlement rate of 0.2171 shares per prepaid stock purchase contract in determining weighted-average shares for basic EPS. Additional shares are included in determining weighted-average shares for diluted EPS based on the imputed settlement rate utilizing the volume weighted-average price of the Company's common stock during the period not to exceed 0.2660 shares per prepaid stock purchase contract, if dilutive. The antidilutive common stock equivalents excluded from the diluted per share calculation are not material.

The weighted-average number of shares outstanding used to compute basic and diluted EPS were as follows:


	Three months ended September 30,		Nine months ended September 30,
	2026	2025	2026	2025
Effect of basic shares:
Common shares outstanding	28,066,164	20,681,203	27,473,166	20,656,680
Prepaid stock purchase contracts at minimum settlement rate	1,997,715	—	1,741,597	—
In-kind share payment for PAG acquisition	1,415,752	—	772,700	—
Basic weighted average common shares outstanding	31,479,631	20,681,203	29,987,463	20,656,680

Effect of dilutive shares:
Restricted stock awards	68,783	75,305	89,016	86,277
Prepaid stock purchase contracts at volume weighted-average price	241,701	—	274,798	—
Total dilutive shares	310,484	75,305	363,814	86,277
Diluted weighted average common shares outstanding	31,790,115	20,756,508	30,351,277	20,742,957