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Dilution control

Multi-SAFE conversion simulator

Post money SAFEs, pre money SAFEs and notes converting into a priced Series A, solved exactly.

  • Pool shuffle
  • Governance alerts
  • Exact share counts
Founders 65.7%
Series A 16.7%
SAFEs + notes 7.7%
Pool cost $1.8M

Conversion outcome

$15,000,000 pre · $3,000,000 new · $1.48/share

Founders after Founding team's fully diluted ownership after the Series A. The drop from the pre-Series-A number is the round's dilution.
65.7%
78.8% before Series A
Series A price Price per share paid by the new investor, and the ownership they receive.
$1.48
16.7% of company
Option pool Unallocated pool as a share of fully diluted stock, and its dollar cost at the Series A price, paid entirely by existing holders.
10%
costs founders $1.8M
SAFEs + notes Combined post-round ownership of every SAFE and note, split into post-money, pre-money and note buckets.
7.7%
3 instruments
Founders 65.7%
  • Founders 65.7% 8M
  • Option pool 10% 1.22M
  • Post-money SAFEs 2.5% 304.53K
  • Pre-money SAFEs 3.2% 384.09K
  • Convertible notes 2% 244.28K
  • Series A 16.7% 2.03M
  • Fully diluted 100.0% 12.18M

Founders keep 65.7% after a $3M Series A. The 10% option pool is created pre-money and costs you $1.8M at the Series A price.

Hidden dilution alerts

2 flags
  • Option pool shuffle costs founders $1,800,000

    A 10.0% post-closing pool is created pre-money. Founders absorb the entire $1,800,000 at the Series A price, Series A buyers absorb none of it.

  • 2 instruments convert on a cap below the round

    Angel B ($6,000,000 cap), Bridge Note ($8,000,000 cap), the cap binds against a $15,000,000 pre-money, so those holders buy well under the Series A price.

Before vs. after the round

Before Series A 10.15M
After Series A 12.18M
Pre-round versus post-round ownership and dilution
HolderBeforeAfterChangeShares after
Founders (common)78.8%65.7%-13.1 pp8,000,000
Unallocated option pool12%10%-2.0 pp1,218,123
Angel A3%2.5%-0.5 pp304,531
Angel B3.8%3.2%-0.6 pp384,088
Bridge Note2.4%2%-0.4 pp244,280
Series A investor-16.7%+16.7 pp2,030,204
Total fully diluted100.0%100.0%-12,181,226

What it calculates

Who owns what after every instrument converts.

This calculator shows the cap table after every SAFE, note and option grant has converted into a priced Series A, including the details founders tend to discover too late.

Post money SAFEs are the tricky part. Their ownership is fixed when they are signed, so they do not dilute each other, they dilute you. Then the option pool is created before the new money arrives, which means founders absorb that cost as well.

Enter the real stack and the real round. You get exact share counts, founder ownership before and after, the dollar cost of the pool shuffle, and a warning when governance thresholds are breached.

  • Your ownership after conversion

    Exact share counts and percentages, solved as one system rather than a chain of percentages.

  • What the pool shuffle costs

    The dollar value transferred from founders to the unallocated pool at the Series A price.

  • Where governance breaks

    Flagged when founders fall below 51%, or when the SAFE stack grows past a third of the company.

The math, in full

See how the conversion model is calculated

The conversion formulas, the linear system that solves the pool and the SAFEs together, a worked example, and the convention we assume for pre money instruments.

  • LaTeX formulas
  • Worked example
  • Pool shuffle
  • Glossary
  • FAQ
Read the math