How much do founders typically own after Series A?

After a typical seed + Series A, founders collectively own 40-55% of fully diluted shares. Two-founder teams often each end with 18-25% post-Series A, depending on round sizes and option pool top-ups.

What is option pool top-up?

Most institutional term sheets require the company to expand the option pool to a target percentage (typically 10-15%) before the round closes. This top-up comes out of pre-money, diluting existing shareholders but not the new investor, a hidden cost founders often miss.

Pre-money vs post-money option pool: which is better for founders?

Pre-money pool dilutes existing shareholders only. Post-money pool dilutes everyone including the new investor, which is strictly better for founders. Most term sheets default to pre-money; negotiate post-money where possible, or push for a smaller pool size.

How does a SAFE convert in a priced round?

A cap-only post-money SAFE (the YC standard) converts at its cap price, which is the cap divided by the company capitalization. The priced round's own price is not a floor, so in a down round a SAFE holder can convert at a worse price than the new investors pay. Where a SAFE carries both a cap and a discount, the holder takes whichever gives them more shares. Post-money SAFEs fix the holder's percentage directly, which simplifies the math but means a stack of them dilutes the founders rather than each other. This simulator does not model SAFEs; use our SAFE calculator for that.

What's a typical Series A dilution?

Series A rounds typically dilute existing shareholders by 18-25% (lead takes 15-20%, plus option pool top-up of 5-10%). Pre-money valuations cluster around $15M-$40M for software companies in 2025-2026, but reach $100M+ for top AI/infrastructure startups.

Should I model multiple rounds before raising?

Yes. Founders often optimize for the next round and accept dilution they regret three rounds later. Model your full path to Series C: a smaller seed at lower valuation can leave you with less ownership at exit than a slightly larger seed at higher valuation, depending on how Series A/B/C play out.

Free Tool

Cap Table Dilution Simulator

Model how seed, Series A, and beyond change your ownership. Stack multiple rounds with option pool top-ups to see what you end up with.

Starting cap table

Founders & common (%)

Option pool (%)

Funding rounds

Pre-money ($M)

Raise ($M)

Pool top-up to (%)

Pre-money ($M)

Raise ($M)

Pool top-up to (%)

Pre-money ($M)

Raise ($M)

Pool top-up to (%)

Final cap table after all rounds

Stakeholder	Ownership
Founders & common	40.8%
Option pool	10.0%
Investors (all rounds)	49.2%

Round-by-round

Round	Pre / Post	New investor	Founder	Pool
Seed	$16.0M / $20.0M	20.0%	68.0%	12.0%
Series A	$60.0M / $74.0M	18.9%	54.9%	10.0%
Series B	$100.0M / $130.0M	23.1%	40.8%	10.0%

Simplified model. Assumes pool top-ups come from pre-money (standard term). Does not model anti-dilution provisions, SAFE conversions, or pro-rata participation.

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Frequently Asked Questions

How much do founders typically own after Series A?: After a typical seed + Series A, founders collectively own 40-55% of fully diluted shares. Two-founder teams often each end with 18-25% post-Series A, depending on round sizes and option pool top-ups.
What is option pool top-up?: Most institutional term sheets require the company to expand the option pool to a target percentage (typically 10-15%) before the round closes. This top-up comes out of pre-money, diluting existing shareholders but not the new investor, a hidden cost founders often miss.
Pre-money vs post-money option pool: which is better for founders?: Pre-money pool dilutes existing shareholders only. Post-money pool dilutes everyone including the new investor, which is strictly better for founders. Most term sheets default to pre-money; negotiate post-money where possible, or push for a smaller pool size.
How does a SAFE convert in a priced round?: A cap-only post-money SAFE (the YC standard) converts at its cap price, which is the cap divided by the company capitalization. The priced round's own price is not a floor, so in a down round a SAFE holder can convert at a worse price than the new investors pay. Where a SAFE carries both a cap and a discount, the holder takes whichever gives them more shares. Post-money SAFEs fix the holder's percentage directly, which simplifies the math but means a stack of them dilutes the founders rather than each other. This simulator does not model SAFEs; use our SAFE calculator for that.
What's a typical Series A dilution?: Series A rounds typically dilute existing shareholders by 18-25% (lead takes 15-20%, plus option pool top-up of 5-10%). Pre-money valuations cluster around $15M-$40M for software companies in 2025-2026, but reach $100M+ for top AI/infrastructure startups.
Should I model multiple rounds before raising?: Yes. Founders often optimize for the next round and accept dilution they regret three rounds later. Model your full path to Series C: a smaller seed at lower valuation can leave you with less ownership at exit than a slightly larger seed at higher valuation, depending on how Series A/B/C play out.

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