Cap Table

Treasury Stock

Definition

Treasury stock is stock a company has issued and later bought back from a shareholder, held by the company itself rather than canceled, and excluded from the outstanding share count until it's reissued or formally retired.

A startup might buy back shares from a departing founder or early employee as part of a separation agreement, converting what was outstanding equity into treasury stock the company now holds. Unlike unissued authorized shares, treasury stock was once actually owned by someone, and the buyback itself is usually a real cash transaction with its own tax and valuation questions.

Treasury stock doesn't carry voting rights or receive dividends while the company holds it, and it isn't counted in outstanding-share calculations for ownership percentages. Less common at the earliest startup stages, but it comes up more often around a founder departure or a structured secondary sale.

Get a real read on where things stand.

Add your revenue and website for a full diligence brief, reviewed by a CPA who ran EY's West Coast R&D Tax Credit practice for 13 years.

Get your brief