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Founder Equity Dilution & SAFE Note Cap Table Simulator

Model post-money vs. pre-money YC SAFE notes, valuation caps, discount rates, employee option pool expansions, and Seed round dilution 100% locally in your browser.

✓ YC SAFE & Cap Table Simulator Target Keyword: "safe note equity dilution calculator" (112,000/mo) Est. Ad RPM: $48 – $82
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How to Use the SAFE & Equity Dilution Calculator

  1. STEP 01
    Enter your initial founder common share count (e.g. 8,000,000 shares) and the total capital raised via SAFE notes (e.g. $1,500,000).
  2. STEP 02
    Specify your SAFE valuation cap (e.g. $10,000,000) and discount rate (e.g. 20%), plus the upcoming priced equity round pre-money valuation and new cash.
  3. STEP 03
    Select whether your SAFE notes use the YC post-money or pre-money standard and configure the employee stock option pool (ESOP) expansion percentage.
  4. STEP 04
    Review the waterfall table showing post-conversion share prices, founder ownership percentage, investor stakes, and paper portfolio valuation.

Frequently Asked Questions (SAFE & Equity Dilution Calculator)

What is the primary difference between a Pre-Money SAFE and a Post-Money SAFE?

Under a Y Combinator Post-Money SAFE, the investor ownership percentage is locked in at the time of investment (e.g., $1.5M invested on a $10M post-money cap guarantees exactly 15.0% ownership prior to the next priced round). All SAFE dilution is borne solely by existing founders. Under a Pre-Money SAFE, multiple SAFEs dilute each other alongside the founders.

Does an employee stock option pool (ESOP) dilute founders or SAFE investors?

In standard institutional priced rounds, new venture capital leads typically require the unallocated option pool (e.g., 10% to 15%) to be created on a "pre-money" basis. This means the option pool dilution comes entirely out of existing shareholders (founders and converted SAFE holders), effectively reducing the pre-money valuation.

How does the SAFE valuation cap interact with the discount rate?

When the priced round occurs, the SAFE converts at whichever mechanism yields the lowest share price (giving the investor more shares). If the valuation cap yields $1.25/share and the 20% discount on the priced round yields $1.60/share, the cap applies.