Cap Table
A spreadsheet showing who owns what percentage of your company.
Definition
A capitalization table (cap table) lists all shareholders and their ownership stakes, including founders, investors, employees with options, and any other equity holders. It tracks share classes (common, preferred), option pools, SAFEs, convertible notes, and how ownership changes with each funding round. A clean cap table is essential for fundraising - investors need to see exactly who owns what.
Cap tables grow complex quickly. After two rounds of funding, an option pool, and a few SAFE conversions, the math gets complicated. Tools like Carta, Pulley, and Captable.io help manage this.
Why it matters for founders
A messy cap table scares away investors. Issues like unaccounted-for shares, unclear vesting, or too many small investors create legal and administrative headaches. Keeping a clean cap table from day one saves enormous pain later.
Example
A typical seed-stage cap table: Founder A (35%), Founder B (35%), Option Pool (15%), Seed Investors (15%). After Series A: Founder A (26%), Founder B (26%), Option Pool expanded (12%), Seed Investors (11%), Series A Lead (18%), Other Series A (7%).
How Foundra helps
Foundra helps founders understand cap table implications by modeling how fundraising decisions affect ownership and control at each stage.
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Related terms
Equity Dilution
The reduction in a founder's ownership percentage when new shares are issued to investors.
Vesting Schedule
The timeline over which founders or employees earn their full equity allocation.
SAFE Note
A Simple Agreement for Future Equity - an investment instrument that converts to equity at a future priced round.
Series A
The first major institutional venture capital round, typically $5M-$20M, funding the transition from product-market fit to scalable growth.