Glossary
Shares outstanding
The total number of a company’s shares held by all shareholders, including insiders, used to compute market cap and per-share figures.
Shares outstanding is the number of a company's shares currently held by investors of every kind: the public, institutions, employees, and insiders. It excludes treasury stock, meaning shares the company has bought back and holds itself. The figure matters because almost every per-share number an investor sees, from market cap to earnings per share, divides something by it.
How it works
Companies report shares outstanding on the cover of each Form 10-Q and Form 10-K, and use an average of it in their earnings calculations. The count changes over time:
- It rises when the company issues new stock, employees exercise options, restricted stock vests, or convertible bonds convert. See Dilution.
- It falls when the company repurchases shares through a Share buyback.
- A Stock split or Reverse stock split changes the count mechanically without changing anyone's ownership percentage.
Outstanding versus float and authorized
Three counts are easy to mix up. Authorized shares is the ceiling set in the corporate charter. Shares outstanding is what has actually been issued and not repurchased. The Float is the part of outstanding shares that can trade freely, after removing large insider and locked-up holdings. Index providers such as S&P weight stocks by float, not by the full outstanding count.
You will also see "diluted" share counts, which add shares that options, warrants and convertibles could create. Diluted EPS uses that larger number.