Cap Table Calculator
Model your cap table from founding through up to three priced rounds, and see who owns what at every stage.
Founders
Funding rounds (up to 3)
Ownership after each round
| Holder | At founding (with pool) | After Seed |
|---|---|---|
| Founder 1 | 63.0% | 50.4% |
| Founder 2 | 27.0% | 21.6% |
| Option pool | 10.0% | 8.0% |
| Seed | 20.0% |
Cap table bars
At founding (with pool)
After Seed
The option pool is sized as a percentage of the fully diluted shares at founding, and every round mints new shares equal to amount ÷ pre-money, diluting all existing holders proportionally. Ignores SAFE or convertible notes, option grants from the pool, and preferences.
Educational estimate, not legal or financial advice.
How it works
Build your cap table in 3 steps
Add each founder and the number of shares they hold.
Set the option pool as a percentage of the company at founding.
Add each funding round with the amount raised and the pre-money valuation.
Worked example
Two founders through two rounds
Inputs
- Founder 1
- 7,000,000 shares
- Founder 2
- 3,000,000 shares
- Pool
- 10%
- Seed
- $2,000,000 at $8,000,000 pre
- Round 2
- $5,000,000 at $20,000,000 pre
Result
- Founder 1 at founding
- 63%
- Founder 1 after seed
- 50.4%
- Founder 1 after round 2
- 40.3%
Each round dilutes every holder by the same share, including the pool.
How we got there
Two founders hold 7,000,000 and 3,000,000 shares, with a 10% option pool. At founding, Founder 1 owns 63%, Founder 2 owns 27% and the pool holds 10%. After a $2,000,000 seed round at an $8,000,000 pre-money valuation, the seed investors own 20%, Founder 1 has 50.4%, Founder 2 has 21.6% and the pool has 8%. Add a $5,000,000 round at a $20,000,000 pre-money valuation and Founder 1 drops to about 40.3%.
Reading your result
What your cap table tells investors
Good sign
Founders together keep a clear majority after the seed round.
Red flag
Big stakes held by people who no longer work on the company.
Your cap table is the single source of truth for who owns your company. Investors check it early in due diligence, and a messy one can slow down or even stop a deal.
Every round dilutes all existing holders by the same proportion, including the option pool. Keep your real cap table in a spreadsheet or cap table tool and update it the day anything is signed.
FAQ
Cap table questions
A table that shows who owns shares in your company, how many they hold and what percentage of the total that is.
Founders, employees with options, the option pool, investors in each round, and any SAFEs or convertible notes.
It shows whether founders still own enough to stay motivated, and whether there are surprises such as a departed cofounder with a large stake.
No. Work out what your SAFEs convert into with the SAFE calculator, then add them here as a round.
Every time shares, options, SAFEs or notes are issued, and always before you start a fundraise.