Free tool

SAFE Dilution Calculator

Who owns what after your SAFEs convert? Enter your SAFEs and a hypothetical priced round to see the post-round cap table. Free, no signup, nothing leaves your browser.

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Your SAFEs

The priced round

$
$
%

Of the post-round company.

%

Before SAFEs convert.

Founders

—

post-round

SAFE holders

—

all converted

New investors

—

this round

Option pool

—

new grants

Post-round ownership

Founders SAFE holders New investors Option pool

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How the conversion math works

Each SAFE converts at the most favorable valuation it's entitled to: conversion valuation = min(valuation cap, pre-money × (1 − discount)). The SAFE holder's stake before the new money lands is amount ÷ conversion valuation. Leave the cap at 0 for a discount-only SAFE, or the discount at 0 for a cap-only SAFE — an uncapped, no-discount SAFE simply converts at the round price.

Then the round itself dilutes everyone: new investors take new money ÷ post-money, the new option pool is carved out of the pre-money side (so it dilutes founders and SAFE holders, not the new investors — the standard term), and what remains is shared by founders and converted SAFEs.

This models the standard YC post-money SAFE and rounds to clean percentages — real conversions involve share counts, pro-rata rights, and pool top-up mechanics that can shift results by a point or two. Model here, verify with your counsel before you sign.

SAFE dilution FAQs

How does a SAFE convert in a priced round?

When you raise a priced equity round, each SAFE converts into shares at the most favorable price it is entitled to: the valuation cap or the discounted round price, whichever gives the investor more ownership. A $500K SAFE at a $6M cap converting into a $12M pre-money round takes roughly 8.3% before the new money — twice what the same $500K would buy at the round price.

What is the difference between a valuation cap and a discount?

A cap fixes the maximum valuation the SAFE converts at, no matter how high the round is priced. A discount (typically 10–25%) knocks that percentage off the round price. If a SAFE has both, it converts at whichever produces the lower price — the investor never gets both at once.

What is a post-money SAFE?

The standard YC SAFE since 2018. Its cap is measured after all SAFE money is included, which means each SAFE holder’s ownership is locked at amount ÷ cap and the dilution lands on founders rather than being shared among the SAFE investors. This calculator uses the post-money convention.

How much dilution is normal in a seed round?

A typical seed round costs founders 10–25% all-in: roughly 15–20% to new investors plus an option pool refresh of 5–10%. SAFEs from before the round stack on top of that, which is why founders are often surprised by the combined number — and exactly what this calculator shows.

Does this calculator store my cap table data?

No. All calculations run in your browser — nothing you type is sent to our servers or stored anywhere. And this is a modeling tool, not legal or financial advice — confirm real conversion math with your counsel.