Basic earnings per share is calculated by dividing the net income by the weighted average number of shares of common stock outstanding during the period. Diluted earnings per share reflects the dilution that would occur if any potentially dilutive instruments were exercised or converted into shares of common stock.


	Three months ended April 30,				Nine months ended April 30,
(in thousands, except share and per share amounts)	2024		2023		2024		2023
Numerator:
Net income attributable to The Duckhorn Portfolio, Inc.	$	13,323	$	16,797	$	44,717	$	51,529

Denominator:
Weighted average number of shares outstanding for basic per share calculation	115,804,326		115,255,671		115,504,766		115,209,972

Effect of dilutive potential shares(a):
Stock options	1,546		867		5,472		2,390
Restricted stock units	28,247		110,917		116,944		212,672
Adjusted weighted average shares outstanding for diluted per share calculation	115,834,119		115,367,455		115,627,182		115,425,034

Earnings per share attributable to The Duckhorn Portfolio, Inc.:
Basic	$	0.12	$	0.15	$	0.39	$	0.45
Diluted	$	0.12	$	0.15	$	0.39	$	0.45

_______________________________________________

For the three months ended April 30, 2024 and 2023, there were 2.0 million and 0.7 million incremental common shares issuable upon the exercise of certain stock options, respectively, and for the nine months ended April 30, 2024 and 2023, there were 1.6 million and 0.5 million incremental common shares issuable upon the exercise of certain stock options, respectively, that were not included in the calculation of diluted earnings per share because the effect of their inclusion would have been antidilutive under the treasury stock method. For the three and nine months ended April 30, 2024, there were 0.1 million and 0.2 million incremental common shares issuable upon vesting of certain RSUs, respectively, that were not included in the calculation of diluted earning per share because the effect of their inclusion would have been antidilutive. Refer to Note 14 (Equity-based compensation) for the terms of the awards.

For the three and nine months ended April 30, 2024, the denominator includes the weighted average consideration of the issuance of 31,531,532 common shares on April 30, 2024 to partially fund the acquisition of Sonoma-Cutrer. See Note 4 (Business Combination) for additional information.