Cap Table & Dilution Simulator
Model a SAFE, seed, Series A, and Series B with option pool top-ups, and see what founders own and take home at exit.
Example scenario—not a forecast or verified benchmark. Enable JavaScript to edit inputs, view charts, save locally and export your analysis.
Example inputs
- Founders' ownership today (rest is option pool)
- 90
- Pre-seed SAFE amount (0 if none)
- 500,000
- SAFE post-money valuation cap
- 6,000,000
- Seed pre-money valuation
- 12,000,000
- Seed raise (0 to skip)
- 3,000,000
- Option pool after seed (% of post-money)
- 10
- Series A pre-money valuation
- 40,000,000
- Series A raise (0 to skip)
- 10,000,000
- Option pool after Series A (% of post-money)
- 12
- Series B pre-money valuation
- 120,000,000
- Series B raise (0 to skip)
- 30,000,000
- Option pool after Series B (% of post-money)
- 10
- Exit value (sale price of the company)
- 300,000,000
Example results
Founders own 38.2% after $43.5M raised and take home $114.6M (38.2%) of a $300M exit.
- Founder ownership at exit
- 38.2%
- Founder proceeds at exit
- $114,633,028
- Founders' share of exit proceeds
- 38.2%
- Total capital raised
- $43,500,000
- Option pool at exit
- 10%
- Last post-money valuation
- $150,000,000
- Exit value where common starts getting paid
- $43,500,000
- Employee pool proceeds
- $30,000,000
What stands out
Founders end at 38.2% after 4 financings
Starting from 90%, the rounds and pool top-ups dilute founders by 51.8 percentage points.
Pool top-ups cost founders about 4.3 percentage points
Each pre-money pool top-up is paid entirely by existing holders. Size the pool to an actual 18-month hiring plan, not a round number.
All investors convert at a $300M exit
Preferences do not bite; founders receive their full 38.2% pro rata share.
Next actions
- Negotiate the option pool size from a written hiring plan: every point of pool you avoid in a pre-money top-up is a point founders keep.
- Raise less at each stage or push valuations: at this path founders fall below 40%, which some later investors view as a motivation risk.
- Keep liquidation preferences at 1x non-participating in every term sheet; participation or multiples above 1x move money from founders to investors at modest exits.
- Re-run this model at exits of $87M and $217.5M to see where preferences stop mattering.
Model assumptions & limitations
- Starts from 10,000,000 fully diluted shares; the SAFE is treated as a post-money SAFE converting in the first priced round at the lower of its cap price or the round price.
- Each round's option pool top-up comes from the pre-money (dilutes existing holders only) to hit the post-money pool percentage you entered.
- Assumes 1x non-participating liquidation preferences, pari passu across all series; each class converts to common only if that pays more.
- The option pool is treated as fully granted and vested at exit; unvested or unissued options would raise founder proceeds slightly.
- Ignores debt, transaction fees, management carve-outs, and taxes.