Neptune Insurance Holdings Inc.
For the period ended Oct 20, 2026. Filed Oct 20, 2026.
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Oct 20, 2026 · Filed Oct 20, 2026
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EX-99.1 · Adjusted EBITDA (Basic and Diluted) per Share
Adjusted EBITDA (Basic and Diluted) per Share
The table below presents a reconciliation of Adjusted EBITDA to net income (the most directly comparable GAAP measure), as well as our Adjusted EBITDA per share (basic and diluted) to basic earnings per share and diluted earnings per share of common stock, respectively (the most directly comparable GAAP measures), for the three and nine months ended September 30, 2026 and 2025, respectively:
| Three Months EndedSeptember 30, · Nine Months EndedSeptember 30, | |||||||
|---|---|---|---|---|---|---|---|
| (In thousands, except share and per share data) · 2026 · 2025 · Change % · 2026 · 2025 · Change % | |||||||
| Net income | 17,256 | 11,511 | 49.9% | 40,401 | 33,070 | 22.2% | |
| Interest expense (net of interest income) | 3,250 | 5,237 | 9,981 | 13,090 | |||
| Income tax expense | 7,459 | 3,952 | 17,575 | 11,457 | |||
| Amortization expense | 992 | 948 | 3,013 | 2,734 | |||
| Share-based compensation | 7,009 | 111 | 20,832 | 299 | |||
| Employer payroll taxes on equity awards | 622 | — | 667 | — | |||
| Corporate transaction related expenses | 172 | 4,966 | 239 | 8,440 | |||
| One-time expenses | — | — | 74 | — | |||
| Adjusted EBITDA | $36,760 | $26,725 | 37.5% | $92,782 | $69,090 | 34.3% | |
| Weighted average Common Stock outstanding – Basic | 137,272,630 | 93,350,000 | 137,768,674 | 93,350,000 | |||
| Plus: Impact of conversion of redeemable, convertible preferred stock(1) | — | 41,850,000 | — | 41,850,000 | |||
| Adjusted Weighted average Common Stock outstanding – Basic | 137,272,630 | 135,200,000 | 137,768,674 | 135,200,000 | |||
| Basic earnings (loss) per share | $0.13 | $0.06 | $0.29 | $(0.34) | |||
| Effect of conversion of redeemable, convertible preferred stock and net loss attributable to preferred stock holders(2) | — | 0.06 | — | 0.68 | |||
| Other adjustments to earnings (loss) per share(3) | 0.14 | 0.08 | 0.38 | 0.17 | |||
| Adjusted basic EBITDA per share(4) | $0.27 | $0.20 | $0.67 | $0.51 | |||
| Weighted average Common Stock outstanding – Diluted | 146,390,991 | 97,262,548 | 146,110,446 | 93,350,000 | |||
| Plus: Impact of dilutive stock options(5) | — | — | — | 2,409,232 | |||
| Plus: Impact of conversion of redeemable, convertible preferred stock(1) | — | 41,850,000 | — | 41,850,000 | |||
| Adjusted weighted average Common Stock outstanding – Diluted | 146,390,991 | 139,112,548 | 146,110,446 | 137,609,232 | |||
| Diluted earnings (loss) per share | $0.12 | $0.06 | $0.28 | $(0.34) | |||
| Effect of conversion of redeemable, convertible preferred stock(2) | — | 0.05 | — | 0.66 | |||
| Other adjustments to earnings (loss) per share(3) | 0.13 | 0.08 | 0.36 | 0.18 | |||
| Adjusted diluted EBITDA per share(4) | $0.25 | $0.19 | $0.64 | $0.50 | |||
(1)Assumes the conversion of all 41,850,000 shares of Redeemable Convertible Preferred Stock into an equivalent number of shares of common stock.
(2)Pursuant to the completion of the Company’s IPO on October 2, 2025, the redeemable, convertible preferred stock was no longer outstanding for the three and nine months ended September 30, 2026. For comparability purposes, this calculation reflects net income that would be distributable to holders of common stock, assuming all redeemable preferred shares had been converted and no longer impacted the numerator. For the three months ended September 30, 2025, this includes $3.6 million of accretion adjustments and $2.5 million of allocations to participating preferred stock. For the nine months ended September 30, 2025, this includes $54.2 million of cash dividends paid on redeemable preferred stock and $10.4 million of accretion adjustments, totaling $64.6 million. These adjustments were divided by 93,350,000 shares for the three and nine months ended September 30, 2025 to calculate the Adjusted EBITDA per share (basic and diluted) amounts.
(3)Other adjustments to earnings (loss) per share represent interest expense (net of interest income), income tax expense, amortization expense, share-based compensation, employer payroll taxes on equity awards, corporate transaction related expenses, and one-time expenses.
(4)Adjusted EBITDA per share (basic and diluted) is calculated as Adjusted EBITDA divided by the applicable adjusted weighted-average shares of common stock outstanding. Individual per-share components above may not sum exactly to the total due to rounding.
(5)Represents the impact of 2,409,232 stock options that were not included in the GAAP diluted weighted-average common stock outstanding for the nine months ended September 30, 2025, but are included for purposes of Adjusted diluted EBITDA per share.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.