NET LOSS PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC.
 3 Months Ended
Apr. 30, 2023
Earnings Per Share [Abstract]  
NET LOSS PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC. NET LOSS PER COMMON SHARE ATTRIBUTABLE TO VERINT SYSTEMS INC.
The following table summarizes the calculation of basic and diluted net loss per common share attributable to Verint Systems Inc. for the three months ended April 30, 2023 and 2022:

Three Months Ended
April 30,
(in thousands, except per share amounts) 20232022
Net income$3,634 $574 
Net income attributable to noncontrolling interests339 288 
Net income attributable to Verint Systems Inc.3,295 286 
Dividends on preferred stock(5,200)(5,200)
Net loss attributable to Verint Systems Inc. for basic net loss per common share (1,905)(4,914)
Dilutive effect of dividends on preferred stock— — 
Net loss attributable to Verint Systems Inc. for diluted net loss per common share$(1,905)$(4,914)
Weighted-average shares outstanding: 
Basic64,940 64,947 
Dilutive effect of employee equity award plans— — 
Dilutive effect of 2021 Notes— — 
Dilutive effect of assumed conversion of preferred stock— — 
Diluted64,940 64,947 
Net loss per common share attributable to Verint Systems Inc.:
Basic$(0.03)$(0.08)
Diluted$(0.03)$(0.08)

We excluded the following weighted-average potential common shares from the calculations of diluted net loss per common share during the applicable periods because their inclusion would have been anti-dilutive:

Three Months Ended
April 30,
(in thousands) 20232022
Common shares excluded from calculation:  
Stock options and restricted stock-based awards2,080 1,571 
Series A Preferred Stock5,498 5,498 
Series B Preferred Stock3,980 3,980 

In periods for which we report a net loss attributable to Verint Systems Inc. common shares, basic net loss per common share and diluted net loss per common share are identical since the effect of all potential common shares is anti-dilutive and therefore excluded.

For the three months ended April 30, 2023, the average price of our common stock did not exceed the $62.08 per share conversion price of our 2021 Notes (as defined in Note 7, “Long-Term Debt”), and other requirements for the 2021 Notes to be
convertible were not met. The 2021 Notes will have a dilutive impact on net income per common share at any time when the average market price of our common stock for a quarterly reporting period exceeds the conversion price.

The Capped Calls (as defined in Note 7, “Long-Term Debt”) do not impact our diluted earnings per common share calculations as their effect would be anti-dilutive. The Capped Calls are generally intended to reduce the potential dilution to our common stock upon any conversion of the 2021 Notes and/or offset any cash payments we are required to make in excess of the principal amount of converted 2021 Notes, in the event that at the time of conversion our common stock price exceeds the $62.08 conversion price, with such reduction and/or offset subject to a cap of $100.00.

Further details regarding the 2021 Notes and Capped Calls appear in Note 7, “Long-Term Debt”.

The weighted-average common shares underlying the assumed conversion of the Preferred Stock, on an as-converted basis, were excluded from the calculations of diluted net loss per common share for the three months ended April 30, 2023 and 2022, as their effect would have been anti-dilutive. Further details regarding the Preferred Stock investment appear in Note 9, “Convertible Preferred Stock”.