Number of shares issued in transaction (in shares)

COSTAR GROUP, INC.NOTES TO CONSOLIDATED FINANCIAL STATEMENTSCommon Stock  
The Company has 1.2 billion shares of common stock, $0.01 par value, authorized for issuance. Dividends may be declared and paid on the common stock, subject in all cases to the rights and preferences of the holders of preferred stock and authorization by the Board of Directors. In the event of liquidation or winding up of the Company and after the payment of all preferential amounts required to be paid to the holders of any series of preferred stock, any remaining funds shall be distributed among the holders of the issued and outstanding common stock.   
Common Stock Split  
At the Company's 2021 Annual Meeting of Stockholders in June 2021, upon the recommendation of the Company's Board of Directors, the Company's stockholders approved the adoption of the Company's Fourth Amended and Restated Certificate of Incorporation, which increased the total number of shares of common stock that the Company is authorized to issue from 60 million to 1.2 billion. The Fourth Amended and Restated Certificate of Incorporation became effective on June 7, 2021. On June 7, 2021, the Board of Directors approved a ten-for-one stock split of the Company's outstanding shares of common stock to be effected in the form of a stock dividend. Each stockholder of record on June 17, 2021 received a dividend of nine additional shares of common stock for each then-held share, distributed after close of trading on June 25, 2021. The par value of the Company's common stock remained $0.01 per share. All applicable share and per-share amounts in the consolidated financial statements and the accompanying notes have been retroactively adjusted to reflect the impact of the stock split.  
Equity Offering  
On May 28, 2020, the Company completed a public equity offering of 26.3 million shares of common stock for $65.50 per share. Net proceeds from the public equity offering were approximately $1.7 billion, after deducting approximately $35 million of underwriting fees, commissions and other stock issuance costs. The Company intends to use the net proceeds from the sale of the securities to fund all or a portion of the costs of any strategic acquisitions it pursues in the future, to finance the growth of its business and for working capital and other general corporate purposes. General corporate purposes may include additions to working capital, capital expenditures, repayment of debt, investments in the Company’s subsidiaries and the repurchase, redemption or retirement of securities, including the Company’s common stock.  
  
16.    NET INCOME PER SHARE  
The following table sets forth the calculation of basic and diluted net income per share (in thousands except per share data):

|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
|  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
|   | Year Ended December 31, |
|   | 2021 |  | 2020 |  | 2019 |
| Numerator: |   |  |   |  |   |
| Net income | $ | 292,564  |  |  | $ | 227,128  |  |  | $ | 314,963  |  |
| Denominator: |  |  |  |  |  |
| Denominator for basic net income per share — weighted-average outstanding shares | 392,210  |  |  | 380,726  |  |  | 363,096  |  |
| Effect of dilutive securities: |  |  |  |  |  |
| Stock options, restricted stock awards and restricted stock units | 1,950  |  |  | 2,540  |  |  | 3,205  |  |
| Denominator for diluted net income per share — weighted-average outstanding shares | 394,160  |  |  | 383,266  |  |  | 366,301  |  |
|  |  |  |  |  |  |
| Net income per share — basic(1) | $ | 0.75  |  |  | $ | 0.60  |  |  | $ | 0.87  |  |
| Net income per share — diluted(1) | $ | 0.74  |  |  | $ | 0.59  |  |  | $ | 0.86  |  |

 (1) Prior period amounts have been retroactively adjusted to reflect the ten-for-one stock split effected in the form of a stock dividend in June 2021. The following table summarizes the shares underlying the unvested performance-based restricted stock and anti-dilutive securities excluded from the basic and diluted earnings per share calculations (in thousands):F-37
