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Fully diluted shares

Also called: fully-diluted basis

In one line

The total share count assuming every option, warrant and convertible has been exercised or converted into shares.

In plain English

It's the 'worst case' share count — what the pie looks like if everyone who could claim a slice did. Ownership percentages are usually quoted on this basis because it's the honest denominator.

If you were explaining it to a 5-year-old

It's counting not just the cookies already baked, but every cookie that could be baked from all the dough that's been promised away.

Why it matters when you sell

Dividing your shares by the fully-diluted total gives your true ownership — the number a buyer uses, not the flattering headline figure.

Related terms

Put it to use

Dilution calculator

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Sources

A general market-practice term. See how we define and source the glossary in our methodology. General information, not advice.

Educational information only — not financial, tax or legal advice, and not an offer to buy or sell any security. Definitions are general; your own documents and local law govern your situation. PrivateTechShares is independent and not a broker or marketplace.