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Cap table template with post-money SAFEs and an option pool
This cap table converts your post-money SAFEs, sizes the option pool top-up and prices the round, and with the default inputs it lands on 51.54% for the founders after the Series A, the same figure as YC's own worked example. Change the yellow cells and every share count follows.
Updated · Rules checked against official sources on
Download the files
- Cap table template Live formulas. Excel, Google Sheets (File > Import) or Numbers XLSX · 9 KB XLSX
- Worked example (values) The post-round cap table as plain values CSV · 1 KB CSV
Make a copy in Google Sheets: open sheets.new, choose File > Import > Upload and pick the XLSX. Formulas carry over.
Free to use and edit. Not legal or tax advice: check your situation with a lawyer or accountant before you sign or file.
What's in the file
- Section 1: founders, options outstanding, promised options and the unissued pool before any SAFE.
- Section 2: up to five post-money SAFEs. Ownership sold is amount divided by cap, the safe price is cap divided by company capitalization.
- Section 3: the priced round. The option pool increase is solved in closed form so the unissued pool hits your target after the round.
- Section 4: the fully diluted cap table after the round, plus a check that flags any SAFE whose cap price is above the round price.
Preview
| Holder | Shares after round | Fully diluted |
|---|---|---|
| Founders | 9,250,000 | 51.54% |
| Options outstanding | 300,000 | 1.67% |
| Promised options | 350,000 | 1.95% |
| Investor A (SAFE) | 588,235 | 3.28% |
| Investor B (SAFE) | 1,176,470 | 6.56% |
| New investors | 4,486,425 | 25.00% |
| Unissued option pool | 1,794,570 | 10.00% |
| Total | 17,945,700 | 100.00% |
How to use it
- Enter your current fully diluted shares in section 1: founder shares, granted options, promised options and the unissued pool.
- Add each post-money SAFE with its purchase amount and post-money valuation cap. Column D shows what each one sold.
- Enter the priced round: pre-money valuation, new money and the unissued pool the lead investor wants afterwards (10% is common).
- Read section 4 for who owns what after the round, and the Checks block to confirm new investors own new money divided by post-money.
- If column G warns that a SAFE converts at the round price, the cap is too close to the round valuation. Model that case with your lawyer.
Worked example
YC's Example 1: a company with 10,000,000 fully diluted shares sells a $200,000 SAFE at a $4M cap (5%) and an $800,000 SAFE at an $8M cap (10%). Company capitalization is 10,000,000 / (1 - 15%) = 11,764,705 shares, so the SAFEs convert into 588,235 and 1,176,470 shares at $0.34 and $0.68. A $5M Series A at $15M pre-money with a 10% pool then prices at about $1.1145 a share and leaves the founders with 51.54%. YC rounds its pool increase to 1,695,000 shares; the template solves it exactly (1,694,570), so the share price differs in the fourth decimal.
Who it's for
- United States
- Delaware C-corps raising on YC post-money SAFEs, the standard US form.
- Canada
- YC publishes a Canadian valuation-cap SAFE; the conversion math in this sheet is the same post-money structure. Have a Canadian lawyer review the documents.
- Australia
- Australian startups often raise on SAFE-style notes or flip into a Delaware parent first. Check that your instrument is a post-money cap before you rely on this math.
Official sources
Checked on . Rules change; confirm on these pages before you file.
Frequently asked questions
How do post-money SAFEs show up on a cap table?
What is company capitalization in a post-money SAFE?
Does the new option pool dilute SAFE holders?
Can I use this cap table template in Google Sheets?
What does this template not model?
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