Business Pitch Dictionary by pitch.dog
Cap table, ownership & dilution · Working

Fully diluted shares outstanding

Also called: diluted share count

ELI5

Shares after counting securities that may become shares.

Used in conversation

“Use the fully diluted share count consistently in the model.”

Definition

The share count after including specified options, warrants and convertible securities under a stated method.

Here “Fully diluted shares outstanding” means: The share count after including specified options, warrants and convertible securities under a stated method.

Pitch context

You will see “Fully diluted shares outstanding” in fundraising decks, data rooms, term sheets and investor conversations when the discussion reaches cap table, ownership & dilution.

Why it matters: In cap table, ownership & dilution, a loose definition can change rights, obligations, approval, disclosure or enforceability.

Caution

Meaning, enforceability and required process vary by jurisdiction and agreement; this definition is not legal advice.

Sources & evidence · 5

Direct term-level sources and supporting source families.