Tool
Dilution calculator
See what you own after the round. Enter the pre-money valuation, the amount raised, the option pool investors ask for and your stake today.
Assumes the pool is set before the round (pre-money), shares are common and there are no SAFEs or notes converting. For a full cap table, ask your lawyer to model the exact terms.
How the numbers work
Post-money valuation is the pre-money valuation plus the new money. The new investors' share is the amount raised divided by the post-money valuation. If investors ask for an option pool of, say, 10% after the round, that pool is created before the money comes in, so it comes out of existing holders' share, not the investors'.
Founders' stake after the round = founders' stake today x (1 - investor share - pool share). With the defaults above: 80% x (1 - 20% - 10%) = 56%.
Put the numbers in your data room
Investors check that the cap table in your data room matches the signed documents, including every SAFE, note and option grant. Keep a pro forma cap table for the round next to the current one, so the lead investor's counsel can check the maths without asking.
Dilution FAQ
What is dilution in a funding round?
When new shares are issued to investors, existing shareholders own a smaller percentage of a larger company. If you own 80% and a round sells 20% of the post-money company, you own 64% afterwards, before any option pool change.
What is the option pool shuffle?
Investors often ask for the option pool to be created or topped up before the round, so the new pool dilutes only existing shareholders. This calculator applies the pool that way, which is the common term in US venture deals.
How much dilution is normal per round?
Seed rounds commonly sell 10% to 25% of the company and Series A rounds 15% to 25%, with an option pool of 10% to 15% on top. Your terms may differ.
Does a SAFE dilute me?
Yes, when it converts at the next priced round. Add the SAFE amounts to the raise here, or model them separately at their cap, to see the full effect.