EURONET WORLDWIDE, INC.

Earnings Per Share

Basic earnings per share has been computed by dividing earnings available to common stockholders by the weighted average number of common shares outstanding during the respective period. Diluted earnings per share has been computed by dividing diluted earnings by the weighted average shares outstanding during the respective period, after adjusting for the potential dilution of options to purchase the Company's Common Stock, assumed vesting of restricted stock and the assumed conversion of the Company's convertible debt.

The following table provides the computation of diluted weighted average number of common shares outstanding:

The table includes all stock options and restricted stock that are dilutive to the Company's weighted average common shares outstanding during the period. The calculation of diluted earnings per share excludes stock options or shares of restricted stock that are anti-dilutive to the Company's weighted average common shares outstanding for the years ended December 31, 2025,2024 and 2023 of approximately 5,115,000, 3,125,000 and 3,768,000, respectively.

Euronet issued Convertible Senior Notes ("Convertible Notes") due March 2049 (the “2049 Convertible Notes”) and October 2030 (the “2030 Convertible Notes”). The Convertible Notes currently have a settlement feature requiring us upon conversion to settle the principal amount of the debt and any conversion value in excess of the principal value ("conversion premium"), for cash or shares of Euronet's common stock or a combination thereof, at the Company's option. All shares issuable upon conversion of the Convertible Notes, assuming share settlement, are required to be included in the dilutive earnings per share calculation, if dilutive, regardless of whether the market price trigger has been met. Therefore, the Convertible Notes are included in the calculation of diluted earnings per share if their inclusion is dilutive. The dilutive effect increases the more the market price exceeds the applicable conversion price for each series of the Convertible Notes.

In August 2025, in connection with the offering of the 2030 Convertible Notes, the Company entered into several Capped Call Options with various counterparties, which cover, subject to anti-dilution adjustments substantially similar to those in the 2030 Convertible Notes, an aggregate of 7.9 million shares of the Company’s common stock, the same number of shares that initially would be issuable upon conversion of the 2030 Convertible Notes. The Capped Call Options meet the criteria for classification as equity and, as such, are not remeasured each reporting period. During the third quarter of 2025, the Company paid $99.8 million for the Capped Call Options, which was recorded as a reduction to “Additional paid-in capital” within the Company’s consolidated financial statements along with the offsetting associated deferred tax impact of $25.9 million.

Capped Call Options and diluted EPS. In connection with the issuance of the 2030 Convertible Notes, the Company entered into capped call transactions intended to reduce or offset potential dilution to the Company’s common stock upon any conversion of the 2030 Convertible Notes and/or to offset any cash payments the Company is required to make in excess of the principal amount, in each case up to the cap price of the capped calls. The capped calls are purchased call options on the Company’s common stock that are classified in equity and are not remeasured each reporting period. In accordance with ASC 260, the capped calls are excluded from the computation of diluted earnings per share because their effect is anti‑dilutive; consequently, they are not reflected in diluted weighted average shares outstanding, regardless of whether they are in‑the‑money during the period. The capped calls economically offset dilution from assumed conversion of the 2030 Convertible Notes up to the capped price but do not affect the diluted EPS calculation.

During March 2025, almost all of the holders of the 2049 Convertible Notes exercised their right to require the Company to repurchase their 2049 Convertible Notes, and the Company repurchased $491.8 million of the 2049 Convertible Notes leaving $33.2 million of the 2049 Convertible Notes outstanding at December 31, 2025.

The issuance of the 2030 Convertible Notes increased the weighted average incremental shares from assumed conversion from 2.8 million in the prior year to 3.7 million, partially offset by a decrease due to the repurchase of the 2049 Convertible Notes for the three months ended September 30, 2025.

See Note 12, Debt Obligations, to the consolidated financial statements for more information about the Convertible Notes and the Capped Call Options.

Share repurchases

(1) On September 13, 2023, the Company initiated a repurchase program to repurchase up to $350 million in value, but not more than 7.0 million shares of common stock through September 13, 2025. During 2025, we repurchased 1,732,929 shares under the repurchase program at a weighted average purchase price of $104.70 for a total value of $181.4 million. No additional shares are available for repurchase under this repurchase program.

On September 11, 2024, the Company initiated a repurchase program to repurchase up to $350 million in value, but not more than 7.0 million shares of common stock through September 11, 2026. During 2025, we repurchased 3,780,154 shares under the repurchase program at a weighted average purchase price of $92.59 for a total value of $350.0 million. No additional shares are available for repurchase under this repurchase program.

On June 3, 2025, the Company put a repurchase program in place to repurchase up to $400 million in value, but not more than 8.0 million shares of common stock through June 3, 2027. During 2025, we repurchased 1,730,566 shares under the repurchase program at a weighted average purchase price of $76.02 for a total value of $131.6 million.

On February 24, 2026, the Company put a repurchase program in place to repurchase up to $425 million in value, but not more than 10 million shares of common stock. The Company has not made any repurchases under this plan.

The Inflation Reduction Act (IRA) was signed into law in August 2022. Among other things, it imposes a 1% excise tax on net share repurchases.

Preferred Stock

The Company has the authority to issue up to 10 million shares of preferred stock, of whichno shares are currently issued or outstanding.

Accumulated other comprehensive gain (loss)

As of December 31, 2025 and 2024, accumulated other comprehensive gain (loss) consists entirely of foreign currency translation adjustments. The Company recorded a foreign currency translation gain of $258.7 million, a loss of $117.8 million and a gain of $47.9 million for the years ended December 31, 2025,2024, and 2023, respectively. There wereno reclassifications of foreign currency translation into the Consolidated Statements of Operations for the years ended December 31, 2025,2024, and 2023.

Dividends

No dividends were paid on any class of the Company's stock during 2025,2024, and 2023.