Earnings (Loss) Per Share and Stockholders' Equity |
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| Earnings (Loss) Per Share and Stockholders' Equity |
We computed basic earnings (loss) per share of common stock based on the weighted average number of shares of common stock that, during the period, are outstanding or are considered not contingently issuable based on the terms of the Warrant and Common Stock Agreement (U.S. Government Agreement). We computed diluted earnings (loss) per share of common stock based on the weighted average number of shares of common stock outstanding plus potentially dilutive shares of common stock outstanding during the period, if applicable.
Potentially dilutive shares of common stock from employee equity incentive plans and stock issuances are determined by applying the treasury stock method to the assumed exercise of outstanding stock options, the assumed vesting of outstanding RSUs, and the assumed issuance of common stock under the stock purchase plan.
The dilutive impact from the assumed issuance of common stock associated with contractual transactions, including the release of Escrowed Shares under Secure Enclave, that settled during the three months ended March 28, 2026 is determined from the date of the beginning of the period to the date the Escrowed Shares are released. We reflect these contractual transactions in the calculation of diluted EPS, as applicable, using the treasury stock method.
Due to our net losses in the three months ended March 28, 2026 and March 29, 2025, the assumed exercise of outstanding stock options, the assumed vesting of outstanding RSUs, the assumed issuance of common stock under the stock purchase plan, and the assumed issuance of common stock associated with equity issuance agreements, including Escrowed Shares released, and a contractual conversion feature, as applicable, had an anti-dilutive effect on and were excluded from the computation of diluted loss per share attributable to Intel. For the three months ended March 28, 2026 and March 29, 2025, securities that would have been anti-dilutive were insignificant.
Escrowed Shares Issued to the U.S. Government
Per the terms of our previously-disclosed U.S. Government Agreement that we entered into with the DOC on August 22, 2025, during the three months ended March 28, 2026, we released 6 million Escrowed Shares upon receipt of cash proceeds for our performance under Secure Enclave.
During the three months ended March 28, 2026, we recognized $1.1 billion of losses related to the net change in fair value of both Escrowed Shares released and Escrowed Shares still held in escrow at March 28, 2026. The fair value of the Escrowed Shares derivative liability was $3.6 billion at March 28, 2026 and $2.7 billion at December 27, 2025, which we have recognized within other accrued liabilities and other long-term liabilities.
Of the 149 million Escrowed Shares not yet released, 75 million are considered not contingently issuable based on the terms of the U.S. Government Agreement and, as such, have been included in our computation of basic earnings (loss) per share for the three months ended March 28, 2026. The remaining 75 million Escrowed Shares not yet released are considered contingently issuable based on the DOC's disbursements under Secure Enclave and, therefore, are excluded from basic and diluted earnings (loss) per share until the contingencies are met. We also issued warrants to the DOC to purchase up to 241 million shares of our common stock at $20.00 per share (Warrants) that become exercisable if we cease to directly or indirectly own at least 51% of our foundry business. Potentially dilutive shares issuable under the Warrants have been excluded from all basic and diluted earnings (loss) per share calculations for the three months ended March 28, 2026 as the Warrants are neither currently nor expected to become exercisable. If exercised, we can elect to settle the Warrants in net cash or net shares.
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