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Market Capitalization

Market capitalization is the share price multiplied by the number of shares outstanding, and it is the standard measure of a company's size in the stock market. It is not the share price, which says nothing about size, and it is not the figure most stock indexes actually weight by, which counts only the shares available to investors.

Last reviewed by Steven Fox, CFP®, EA on

Quick Summary

  • Price per share multiplied by shares outstanding. The SEC and FINRA both define it that way.
  • A share price alone says nothing about company size, because the number of shares is arbitrary. A $200 share can belong to a smaller company than an $8 share.
  • It moves every second the price moves, and it also moves when the share count changes through issuance or buybacks.
  • Index weighting usually uses the float-adjusted figure, which counts only shares available to the public, so a company's index weight can be well below its headline size.
  • US securities law does draw dollar lines by market value, but those lines set filing deadlines and disclosure obligations, not investing categories.

Definition

Market capitalization is the total market value of a company's shares: the current price of one share multiplied by the total number of shares outstanding. The Securities and Exchange Commission's investor glossary defines it as "the value of a corporation determined by multiplying the current public market price of one share of the corporation by the number of total outstanding shares." FINRA describes the same calculation and adds that market cap is "one measure of a company's size," noting the term is "also known as market cap and sometimes shortened to just capitalization."

The words "one measure" are doing work. Market capitalization measures what the equity of a business is currently priced at by the market. It does not measure revenue, employees, assets, or what an acquirer would have to pay, and it changes continuously without anything happening inside the company.

Advanced Explanation

Why the share price on its own tells you nothing. The number of shares a company has issued is a decision, not a fact about its size, so two companies of identical value can have wildly different prices per share. A share price is therefore a ratio of company value to an arbitrary denominator, and comparing two prices compares nothing. This is the single most common misreading the measure exists to correct.

Two different things move it, and only one of them is news. The first is the price, which moves continuously and takes the market capitalization with it. The second is the share count. Issuing new shares raises the count and ordinarily raises the total even though existing holders now own a smaller fraction each, and buying shares back lowers the count. So a change in a company's market capitalization can reflect a change in what the market thinks, a change in how the equity is divided, or both.

The headline figure and the figure indexes weight by are not the same number. The SEC's definition counts total shares outstanding. Most broad stock indexes weight companies by their float-adjusted market capitalization, which counts only the shares available to be bought and sold by the public and excludes large blocks held by founders, families, governments or other strategic holders. A company where a founding family holds half the shares therefore carries roughly half the index weight its headline size implies. The mechanics of that adjustment belong with the S&P 500, which is built on it, but the distinction is worth carrying: a news story and an index are frequently describing the same company with two different numbers.

US securities law does draw dollar lines by market value, and those lines are not what they look like. 17 CFR 240.12b-2 sets a company's filer status using public float, defined as the aggregate worldwide market value of the voting and non-voting common equity held by non-affiliates, measured on the last business day of the most recently completed second fiscal quarter. A large accelerated filer has a public float of $700 million or more. An accelerated filer has $75 million or more but less than $700 million. A smaller reporting company has a public float of less than $250 million, or alternatively annual revenues of less than $100 million together with either no public float or a public float of less than $700 million. The filer categories carry further conditions, including how long the company has been reporting and whether it qualifies as a smaller reporting company under the revenue test.

Those figures are worth knowing precisely because they are so easily misapplied. They determine filing deadlines and how much disclosure a company must provide. They are not the boundaries between small-cap, mid-cap and large-cap companies, they use float rather than total shares, and the conventional investing bands sit orders of magnitude higher. Anyone who has seen $250 million or $700 million described as a market-cap category boundary has seen a disclosure rule mistaken for an investment classification.

How to Remember

Price times shares. The price alone is meaningless because the share count is arbitrary, and the number an index uses is smaller than the headline because it counts only the shares the public can buy.

Used in a Sentence

“Although its shares traded for less than $10, the company's market capitalization was several times that of the $300 stock Ines had assumed was the larger business.”

How It Works

Take the current price of one share, multiply by the number of shares outstanding, and the result is the company's market capitalization. Data providers publish it continuously during trading hours. For index weighting, substitute the shares available to public investors for the total, which produces the float-adjusted figure.

A hypothetical example of both points at once. Company A trades at $200 per share and has 5,000,000 shares outstanding, so its market capitalization is $1,000,000,000, or $1 billion. Company B trades at $8 per share and has 400,000,000 shares outstanding, so its market capitalization is $3,200,000,000, or $3.2 billion. Company B's shares cost a twenty-fifth of Company A's and the company is more than three times the size.

Now suppose 100,000,000 of Company B's shares are held by its founding family and are not available to trade. The float is 300,000,000 shares, and the float-adjusted market capitalization is $2,400,000,000, or $2.4 billion. An index weighting by float counts Company B at $2.4 billion while every news story about it reports $3.2 billion. Both figures are correct and they are answering different questions. All figures are illustrative.

Pros and Cons

Pros

  • A single figure that makes companies of any share price directly comparable by size.
  • Computed from two published numbers, so it can be checked rather than taken on trust.
  • It is the basis on which most broad indexes assign weight, so understanding it explains what an index fund actually holds more of.
  • Updated continuously, so it reflects the market's current assessment rather than a stale accounting figure.

Cons

  • It measures only the equity, so two companies with identical market capitalizations can carry very different amounts of debt and cash.
  • It moves with sentiment, so a company's measured size can halve in a quarter without any operational change.
  • The headline figure and the float-adjusted figure differ, sometimes substantially, and sources rarely say which one they are using.
  • Share issuance and buybacks change it for reasons that have nothing to do with how the business is performing.
  • It is routinely confused with the SEC's filer-status thresholds, which use public float and govern disclosure rather than investment categories.

People Also Asked

Answers to the most frequently asked questions.

How do you calculate market capitalization?
Multiply the current price of one share by the total number of shares outstanding. The SEC's investor glossary states it as the value of a corporation determined by multiplying the current public market price of one share by the number of total outstanding shares, and FINRA describes the same calculation. Both the price and the share count are published, so the figure can be verified rather than taken from a data provider.
Does a higher share price mean a bigger company?
No. The number of shares a company has issued is a corporate decision rather than a measure of anything, so the price per share is a company's value divided by an arbitrary figure. A company with 5 million shares at $200 is smaller than one with 400 million shares at $8. Comparing share prices across companies compares nothing at all.
What is float-adjusted market capitalization?
It is the same calculation using only the shares available to public investors, excluding blocks held by founders, families, governments and other strategic holders. Most broad stock indexes weight companies this way, on the reasoning that an index should represent what investors can actually buy. The consequence is that a closely held company carries a smaller index weight than its headline market capitalization suggests.
Do SEC rules define large-cap and small-cap companies?
No. The dollar figures in 17 CFR 240.12b-2 look like size categories and are not: they use public float, they are measured on a specific date each year, and they determine filing deadlines and disclosure obligations. A company with a public float of $700 million or more is a large accelerated filer, which is a reporting status. The conventional investing bands are set by industry usage, sit far higher, and have no fixed boundaries.
Why did a company's market capitalization change when its price did not?
Because the share count changed. Issuing new shares increases the number outstanding, and buying shares back reduces it, so the total value of the equity moves even if the price of a single share is unchanged. Index weights can also change when the float changes, for example when a previously restricted block of shares becomes available to trade.

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