Cytyc Corporation Exhibit 11.1 Statement of Computation of Weighted Average Shares Outstanding For the three months ended September 30, For the nine months ended September 30, ---------------------------------------- --------------------------------------- 1996 1997 1996 1997 ----------------- -------------- ----------------- -------------- Weighted average Common Stock outstanding during the period (1) 13,709,514 17,295,568 12,737,241 16,758,212 ================= ============== ================= ============== 13,709,514 17,295,568 12,737,241 16,758,212 ================= ============== ================= ============== - ---------------------------------------------- (1) On March 8, 1996 the Company sold through an underwritten initial public offering, 3,000,000 shares of its Common Stock at a price to the public of $16.00 per share. Upon the closing of the Company's initial public offering, all then outstanding shares of the Convertible Preferred Stock were converted into 9,778,326 shares of Common Stock. On April 4, 1996, the underwriters of the Company's initial public offering exercised their over-allotment option in full to purchase an additional 450,000 shares of the Company's Common Stock at a price to the public, of $16.00 per share On February 6, 1997, the Company sold through an underwritten follow-on public offering 2,650,000 shares of Common Stock at a price to the public of $23.50 per share, and certain existing shareholders sold 1,000,000 shares of Common Stock. On February 20, 1997, the underwriters exercised their over-allotment option in full to purchase an additional 547,500 shares of the Company's Common Stock at a price to the public of $23.50 per share.