Glossary of Corporate Stock Terms
Following is a list of general stock
related terms. Terms specific to StockTrack are noted as such.
ACH Operator
Automated Clearing
House Operator, the central clearing facility operated by a
private organization or the Federal Reserve Bank to and from
which ACH entries are transmitted and received.
Actual EPS, CPS, or DPS
Reported annual
Earnings Per Share (EPS -Trailing 12 months), cash flow
(CPS) or Dividends Per Share (DPS) for a company for the
fiscal year indicated.
Analyst
A person with
expertise in evaluating financial investments; he or she
performs investment research and makes recommendations to
institutional and retail investors to buy, sell, or hold;
most analysts specialize in a single industry or business
sector.
Announcement Date
The date on which
the company first made news of the split public.
Annual Report (10K)
An audited report
of a corporation’s year-end financial results and operations
filed with the SEC. Shareholders may obtain a free
copy of this report from the corporation.
ANSI ICD
American National
Standards Institute Identification Code Designator
Ask
The price at which
someone who owns a security offers to sell it; also known as
the asked price.
Assets
Any possessions
that has value in an exchange.
Average Daily Share Volume
The number of
shares traded per day, averaged over a period of time,
usually one year.
Beneficial Owner
A Beneficial
Owner is a person who enjoys the benefits of ownership even
though the title may be in another name. Some of the
generally accepted indications of beneficial ownership
include: (1) the right to vote or control the voting of the
securities; (2) the right to transfer the securities or
control their transfer; (3) the right to receive income from
the securities or control the disposition of such income;
and (4) the right to receive or control the disposition of
the proceeds in liquidation.
StockTrack provides a field to
keep track of Beneficial Owners on the Stockholders
Information screen. In addition, StockTrack allows you
to print a certificate list sorted by Beneficial Owner.
Beneficial Owner codes can be maintained by choosing
Maintain from the main menu, then Beneficial Owners.
Bid
The price a
prospective buyer is prepared to pay at a particular time
for trading a unit of a given security.
Book Entry
Book entry form of registered ownership
allows ownership of shares without generating physical stock
certificates. Some benefits of book entry ownership are the
elimination of problems associated with paper certificates
such as storage and safety of securities. Book entry shares
also eliminate the
requirement for physical movement of stock certificates at
the time of sale or transfer of ownership.
In StockTrack, no certificates are
printed for any Stock Class that is designated as Book
Entry Only. Use the Assign Book Entry Certificate #'s
option to assign Certificate ID numbers to these shares.
Capital Gains Distribution
Payments to mutual
fund shareholders of profits from the sale of securities in
a fund's portfolio. Capital gains distributions (if any) are
usually made annually.
Common Stock
The basic form of
equity ownership in a corporation.
Control Ticket
Documentation of a
stock transfer required for SEC logging of transfer
transactions usually including an identifying ID for the
transaction as well as: Date and Time Received; Transaction Type: Routine or Non-Routine; Item Count; How Received
(Mail, FedEx, etc.)
In StockTrack, this field is used
to track Transfers received from Brokers. It is
one of the fields that StockTrack only makes available
if SEC Logging is turned on for the company. (To turn on
SEC Logging - see Edit a Company under the Maintain
menu.)
To obtain a list of Control Ticket
Numbers that were used, select the SEC Control Ticket
Log under the Reports menu.
Control Ticket Number is one of the
fields made available to aid with SEC Logging
requirements.
CUSIP Number
CUSIP is an acronym for Committee on Uniform
Securities Identification Procedures - the committee that
assigns the numbers to securities for identification,
usually stocks and bonds.
The CUSIP Number is a unique nine-digit
identifier assigned to each series of securities.
Custodian
A person or institution legally charged with
the responsibility of safeguarding the property
of
another. Used to describe
certain types of certificate registrations.
Date of Record
The date a company closes its stockholder
register and on which a shareholder must officially own
shares for the purpose of identifying those holders entitled
to vote, the recipients of a forthcoming dividend
distribution, or other rights.
Depositing Physical Certificates
Many stock ownership and reinvestment plans
allow physical certificates to be deposited
into the shareholder’s
account and held in book
entry position.
Disposition Type -
STOCKTRACK
Certificate Disposition codes are system
codes and cannot be edited or deleted. The codes are:
T = Transferred
R = Retired
V = Void
This field appears on the Certificate
Information screen as well as the inactive Certificates
Issued Report.
Dividend
Distribution of
earnings to shareholders, prorated by the class of security
and paid in the form of money, stock, scrip, or, rarely,
company products or property. The amount is decided by the
Board of Directors and is usually paid quarterly. Dividends
must be declared as income in the year they are received.
Dividend Reinvestment Plan (DRIP)
An
investment plan offered by some corporations
enabling
shareholders to automatically reinvest
cash
dividends and
capital gains distributions, thereby accumulating
more
stock
without paying
brokerage
commissions. Many DRIPs also allow the investment
of additional cash from the shareholder, known as an
optional cash
purchase. The investor must purchase the first
share
in the company through a brokerage. After that, the company
will take whatever
dividends it would normally send as a check and
instead it will reinvest them to purchase more shares in the
company for the shareholder
without charging a commission.
Dividend Reinvestment Holder ID -
STOCKTRACK
This information, filled in on the Edit
Company screen, determines the account for the Dividend
Reinvestment Administrator. This valid shareholder
must own active shares of the class used by Dividend
Reinvestment.
EBITDA
Earnings before
interest, taxes, depreciation, and amortization.
Earnings Per Share (EPS)
EPS represents the
portion of a company's profit allocated to each outstanding
share of common stock.
EIN
Employer
Identification Number is issued by the Federal Government to
businesses for tax purposes. A Social Security Number may
be used as an EIN for some businesses.
Electronic Data Gathering, Analysis, and
Retrieval EDGAR
An electronic
system implemented by the SEC that is used by companies to
transmit all documents required to be filed with the SEC in
relation to corporate offerings and ongoing disclosure
obligations.
Ex-dividend
Interval between
the announcement and the payment of the next dividend.
Ex-dividend Date
The date on or
after which a security begins trading without the dividend
(cash or stock) included in the contract price.
Fractional Shares
Less than a single share of stock often
resulting from stock splits, stock dividends, or similar
actions.
In StockTrack, the Fractional
Shares Method can be assigned in Stock Types under
Maintain on the menu bar. This method determines how the
remaining fractional shares of stock will be distributed
in a Stock Dividend Split.
-
The "Round" Method will use
standard rounding to determine dividend shares.
(example: calculation of shares due is 5.1 shares,
this rounds to 5 shares)
-
The "Next Whole Number" Method
allows any fractional shares to be "rounded" to the
next higher integer. (example: calculation of
shares due is 5.1 shares, this rounds to 6 shares.)
-
The "Cash in Lieu" method
distributes the cash value of any fractional shares
rather than stock.
IPO Date
The date that the
security started publicly trading. (Initial Public
Offering)
Joint Tenants
An account in
which several people have an ownership interest and whose
assets are inherited by its survivors upon the death of any
participant.
JTWROS
JTWROS is an
abbreviation for Joint Tenants with Rights of Survivorship .
Long Term Gain
A gain on the sale
of a capital asset where the holding period was twelve
months or more and the profit was subject to the long term
capital gains tax.
Management's Discussion and Analysis (MD&A)
A key area looked
at by analysts; an interpretive section of the prospectus
and of the annual report, frequently called the Financial
Review.
Market Makers
Firms that use
their own capital, research, retail and/or systems resources
to represent a stock and compete with each other to buy and
sell the stocks they represent.
Market Value
The price per
share of the specified security multiplied by the number of
shares outstanding for the specified security.
Net Change
The difference
between today's last trade and the previous day's last
trade.
Net Income
Income after all
expenses and taxes have been deducted, and used in
calculating a variety of profitability and stock performance
measures.
New (Stock) Issue Reason -
STOCKTRACK
This field
can be used to track the reason for issuing new stock. This
field is located on the Certificate Information screen. The
list of valid new issue reasons can be edited by choosing
Maintain from the main menu then Codes \ New Issue Reason.
ODFI
Originating Depository Financial Institution,
organization that receives payment instructions from the
Direct Deposit Originator and forwards ACH entries to the
ACH Operator.
Originator
The entity that agrees to initiate ACH
entries into the payment system, usually a company directing
transfer of funds from its own account.
OTC Bulletin Board (OTCBB)
The OTCBB is a
regulated quotation service that displays real-time quotes,
last-sale prices, and volume information in over-the-counter
(OTC) equity securities. An OTC equity security generally is
any equity that is not listed or traded on a national
securities exchange.
Other OTC
A security that is
neither listed on any stock exchange, nor quoted on the Pink
Sheets or the OTCBB; bids and offers are not centrally
collected.
P/B Ratio (Price/Book Ratio)
A stock analysis
statistic in which the price of a stock is divided by the
reported book value (as of the date specified) of the
issuing firm.
P/C Ratio (Price/Cash Flow Ratio)
A financial ratio
that compares stock price with cash flow from operations per
outstanding shares.
P/E Ratio (Price/Earnings
Ratio)
A stock analysis
statistic in which the current price of a stock (today's
last sale price) is divided by the reported actual (or
sometimes projected, which would be forecast) earnings per
share of the issuing firm; it is also called the "multiple".
P/S Ratio (Price/Sales Ratio)
A financial ratio
that compares stock price with sales per share (or market
value with total revenue).
Payment Date
The date on which
a dividend or split will be paid to stockholders by the
issuers' paying agents. The payable date is the date on
which one must own the shares (at the close of the session)
in order to receive the split.
Preferred Stock
A stock that pays
dividends at a specified rate and that has preference over
common stock in the payment of dividends and the liquidation
of assets. Preferred stock enjoys prior claim to company
assets over common stock in the case of a bankruptcy. But
the stock does not usually carry voting rights.
Principal Orders
Refers to activity
by a broker/dealer when buying or selling for its own
account and risk.
Proxy
A proxy is a
person authorized to act or speak for another. Written power
of attorney is given by shareholders of a corporation
authorizing a specific vote on their behalf at corporate
meetings. Proxies normally pertain to election of the Board
of Directors or to various resolutions submitted for
shareholders' approval.
Quarterly Report (10 Q)
A report, which
public companies are required to file quarterly with the
SEC, that provides unaudited financial information and other
selected material.
Real-time Trade Reporting
A requirement
imposed on Market Makers (and in some instances, non-Market
Makers) to report each trade immediately after completion of
the transaction.
Registration Type (Reg. Type) -
STOCKTRACK
Registration types include Individual, Joint
Tenants, etc. Registration type is chosen when
creating a new stockholder. The codes and description
for registration type can be edited by choosing Maintain
from the main menu then Codes\Registration Types.
In StockTrack, you may indicate whether to
include a Registration Type in 1099 Tax reporting.
Restrictions (on Certificates)
Restrictions are conditions placed on
specific certificates. These restrictions might indicate
that a certificate cannot
be transferred, or can be transferred with the same
restriction information placed on the new
certificates or can be
transferred with no restriction on the resulting
certificates.
In StockTrack, this field appears
on the Certificate Information screen. The restrictions
list can be edited by choosing Maintain from the main
menu then Codes \ Restrictions. You can set the
restriction to transfer or not. If the restriction
transfers, you can enter a legend to print on the new
certificate.
You may view the restrictions of a specific certificate
by choosing Maintain from the main menu, then choose
Restrictions and enter the certificate number you wish
to view.
Retained Earnings
Net profits kept
to accumulate in a business after dividends are paid.
Reverse Split
Procedure whereby a corporation reduces the
number of shares outstanding. The total number of shares
will have the same book value immediately after the reverse
split as before it, but each share will be worth more. Such
splits are usually initiated by companies wanting to raise
the price of their outstanding shares because they think the
price is too low to attract investors.
Securities and Exchange Commission (SEC)
The federal agency
created by the Securities Exchange Act of 1934 to administer
that act and the Securities Act of 1933. The statutes
administered by the SEC are designed to promote full public
disclosure and protect the investing public against
fraudulent and manipulative practices in the securities
markets. Generally, most issues of securities offered in
interstate commerce or through the mails must be registered
with the SEC.
SEC Logging
Tracking
information required by the Securities and Exchange
Commission (SEC) on transfers of securities for corporations
that come under such requirements. See Control Ticket
information.
StockTrack can include fields that
may be useful when tracking information required by the
SEC. You must first turn on SEC Logging for the company
to make the some of these fields available.
To turn on SEC Logging:
-
Select Maintain from the main menu.
-
Select the Edit a Company option.
-
Click the SEC Logging box to turn on
SEC Logging.
The following information is available to
help with SEC tracking of Transfer Transactions:
-
Control Log Ticket Number
-
Date and Time Received
-
Transaction Type: Routine or
Non-Routine
-
Item Count
-
How Received (Mail, FedEx, etc.)
The SEC Control Ticket Log under the
Reports menu can be used to view the information.
Settlement Date
The date specified
for delivery of securities between securities firms, usually
three business days after the execution of an order.
Setup Mode -
STOCKTRACK
When a company is created in StockTrack, it
can be created in setup mode. This is indicated by a check
in the setup mode check box and is the default setting when
creating a new company.
Setup mode allows you to enter existing,
printed certificates into the system with their existing
certificate numbers. Normally, the system assigns
certificate numbers as they are printed. While in setup
mode, most of the other StockTrack functions (i.e.,
transactions, dividends and reinvestment) will be disabled.
You will still be able to do maintenance functions, add
shareholders, and print reports for this company.
Note: Shareholders must be added prior
to adding their certificates.
Once the company has left setup mode,
existing certificates cannot be entered and all the system
functions will be enabled. Setup mode cannot be re-entered.
-
Creating a Company in Setup Mode -
When a new company is created (see Add a New Company),
the mode will default to Setup Mode unless you remove
the check in the "Create in setup mode" check box. If
you remove the check, a warning is issued.
-
Identifying a Company in Setup Mode
- The Company Selection screen displays a list of
companies from which to pick. The rightmost column of
this grid displays "IN SETUP MODE" if the company is in
Setup Mode.
-
Leaving Setup Mode - When all
existing certificates have been entered, leave setup
mode by selecting the Leave Company Setup Mode option on
the Maintain menu.
Shares
Outstanding
The number of
issued and outstanding shares for the specified security.
Short Term Gain
The profit
realized from the sale of securities or other capital assets
held twelve months or less.
Sponsor
Person who
promoted the purchase of shares in the corporation to a
specific shareholder.
In StockTrack, this field is
located on the Stockholder Information screen. The
sponsor field is used to track and identify which sales
person is responsible for this stockholder. The Sponsor
list can be edited by choosing Maintain from the main
menu, then Sponsors.
Stock
Stock is ownership of a corporation
represented by shares that are a claim on the corporation's
earnings and assets.
Common Stock usually entitles the shareholder to vote in the
election of directors and other matters taken up at
shareholder meetings or by proxy. Preferred Stock generally
does not confer voting rights but it has a prior claim on
assets and earnings. Dividends must be paid on
preferred stock before any
can be paid on common stock.
Stock Class ID: SID -
STOCKTRACK
This is the Stock Class Type Identification
code. This field appears on the Certificate Information
screen, as well as on all the reports that list
certificates. The SID is used to identify an issue. The SID
plus certificate number will uniquely identify any
certificate.
Stock Dividend
Payment of a
corporate dividend in the form of stock rather than cash.
The stock dividend may be additional shares in the company,
or it may be shares in a subsidiary being spun off to
shareholders. Unlike a cash dividend, stock dividends are
not taxed until sold.
Stock Split
Increase or decrease in a corporations'
number of outstanding shares of stock without any change in
the shareholders' equity or the aggregate market
value at the time of the split. Directors of a corporation
might authorize a split to
decrease or increase the per share price.
Stock Symbol
A stock
symbol or ticker
symbol is a unique
shorthand
code used to identify
shares of a
publicly-traded
corporation on
a
stock
market.
Street Name
Securities held in
the name of a brokerage firm, or securities held in a
name other than the owner's.
Taxpayer Identification Numbers (TIN)
The IRS requires shareowners who have a U.S.
taxpayer identification number to provide that number for
every company in which they own shares. When necessary, the
IRS also requires certification of this
taxpayer identification
number by completion of Form W-9.
Types of TIN:
-
EIN - A business, organization,
sole proprietor or other entity.
-
SSN - An individual, including a
sole proprietor.
-
ITIN - An individual required to
have a taxpayer identification number, but who is not
eligible to obtain an SSN.
-
ATIN - An adopted individual prior
to the assignment of a social security number.
Tenants by Entireties
In certain states, a securities account owned
jointly by husband and wife in which the assets legally
transfer to the spouse
upon the death of either party.
Tenants in Common
Effectively a partnership account in which
each tenant has a divisible interest.
Total Shares Outstanding (TSO)
The number of
issued and outstanding shares for the specified security.
Each exchange has its own methods
for calculating TSO. The TSO for OTCBB companies can be
found on OTCBB.com, under the "Company Profile" section.
Transfer Agent
A specialized agency appointed by a
corporation to maintain records of stock and bond owners; to
cancel and issue certificates; and to resolve problems
arising from lost, destroyed, or stolen certificates. A
corporation may also serve as its own transfer agent.
Treasury Stock Holder ID -
STOCKTRACK
This information is used for reporting on
shares held by the company. The Holder ID is entered on the
Edit Company information screen (under Maintain).
The Holder ID must be entered as the Treasury
ID prior to transferring certificates to the treasury. (see
Adding Stock Treasury ID)
Treasury stock is not entitled to participate
in cash or stock dividends.
See Transfer Transactions for instructions to
transfer certificates to the treasury.
Underwriter
The investment
banking firm that brought
the company public.
Voluntary Investments
Direct Stock Purchase Plans and Dividend
Reinvestment Plans provide a convenient method of purchasing
additional shares of stock. Plans have minimum and maximum
investment requirements and there may be a small service
charge for processing the investment.
Warrant
A certificate
issued by a company giving the holder the right to purchase
securities at a stipulated price within specific time limits
or perpetually. A warrant is sometimes offered by a company
as an inducement to buy an offering of common stock or
other securities.
Withdrawing Certificates
Shareholder
revokes certificates from a repository. Certificates can be
issued for any whole shares held in your reinvestment plan
account. Certificates cannot be issued for fractional
shares.
Yield
In general, a
return on an investor's
capital investment. For bonds, the coupon rate of interest
divided by the purchase price, called current yield. Also,
the rate of return on a bond, taking into account the total
of annual interest payments, the purchase price, the
redemption value, and the amount of time remaining until
maturity.
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