Capital Stock

The authorized capital stock of the Company consists of 150,000,000 shares of common stock and 4,000,000 shares of preferred stock, both having a par value of $1.25 per share. The preferred stock is issuable in series with terms as fixed by the Board of Directors (the "Board"). No preferred stock has been issued. Under the Company's Preferred Stock Purchase Rights Agreement (the "Agreement"), the Board authorized and declared a dividend distribution of one right for each share of common stock outstanding on the record date. The rights may only be exercised if, among other things and with certain exceptions, a person or group has acquired 15% or more of the Company's common stock without the prior approval of the Board. Each right entitles the holder to purchase 1/100th share of Harsco Series A Junior Participating Cumulative Preferred Stock at an exercise price of $230. Once the rights become exercisable, the holder of a right will be entitled, upon payment of the exercise price, to purchase a number of shares of common stock calculated to have a value of two times the exercise price of the right. The rights expire on October 9, 2017, do not have voting power, and may be redeemed by the Company at a price of $0.001 per right at any time until the 10th business day following public announcement that a person or group has accumulated 15% or more of the Company's common stock. The Agreement also includes an exchange feature. At December 31, 2016 and 2015, 801,750 and 800,944 shares, respectively, of $1.25 par value preferred stock were reserved for issuance upon exercise of the rights.

The Company's share repurchase program expired on January 31, 2015. The Board had previously authorized the repurchase of shares of common stock as follows:



	Shares Authorized for Purchase January 1	Shares Purchased	Plan Expiration	Shares Authorized for Purchase December 31
2014	2,000,000	150,000	—	1,850,000
2015	1,850,000	596,632	1,253,368	—

The following table summarizes the Company's common stock:



	Shares Issued	Treasury Shares (a)	Outstanding Shares
Outstanding, January 1, 2014	112,198,693	31,519,768	80,678,925
Issuance of vested restricted stock units	65,851	4,418	61,433
Stock appreciation rights exercised	9,213	2,985	6,228
Other stock grants	83,591	20,327	63,264
Treasury shares purchased	—	150,000	(150,000	)
Outstanding, December 31, 2014	112,357,348	31,697,498	80,659,850
Issuance of vested restricted stock units	47,954	16,807	31,147
Treasury shares purchased	—	596,632	(596,632	)
Outstanding, December 31, 2015	112,405,302	32,310,937	80,094,365
Issuance of vested restricted stock units	94,572	13,974	80,598
Outstanding, December 31, 2016	112,499,874	32,324,911	80,174,963


(a)	The Company repurchases shares in connection with the issuance of shares under stock-based compensation programs and in accordance with Board authorized share repurchase programs.

The following is a reconciliation of the average shares of common stock used to compute basic earnings per common share to the shares used to compute diluted earnings per common share as shown on the Consolidated Statements of Operations:



(In thousands, except per share data)	2016			2015		2014
Income (loss) from continuing operations attributable to Harsco Corporation common stockholders	$	(86,336	)	$	7,168	$	(22,281	)

Weighted-average shares outstanding—basic	80,333			80,234		80,884
Dilutive effect of stock-based compensation	—			131		—
Weighted-average shares outstanding—diluted	80,333			80,365		80,884
Income (loss) from continuing operations per common share, attributable to Harsco Corporation common stockholders:
Basic	$	(1.07	)	$	0.09	$	(0.28	)

Diluted	$	(1.07	)	$	0.09	$	(0.28	)

The following average outstanding stock-based compensation units were not included in the computation of diluted earnings per share because the effect was antidilutive:



(In thousands)	2016	2015	2014
Restricted stock units	810	—	301
Stock options	89	98	188
Stock appreciation rights	1,458	1,142	912
Performance share units	684	278	—