Illustrative cap tables

Table 1 shows the position immediately after the EF Investment Committee. The founders retain half the equity each because the SAFEs have not yet converted; the SAFE holders have invested cash which has not yet converted into equity.

Table 2 shows the position immediately after raising a SAFE round (which is the usual way of raising a seed round) of $1.25M with a $12.5M valuation cap. Again, the SAFEs have not yet converted. An illustrative option pool of 10% of the cap table is also introduced* (which does not dilute the SAFEs).

Table 3 shows all the SAFEs converting immediately prior to, and as a result of, an equity round (at an illustrative $10M raised on a pre-money valuation of $40M). The "Investors (1)" SAFE converts into 10% of the equity. The EF SAFE converts to a fixed 8%* and the MFN SAFE inherits the valuation cap of $12.5M in the “Investors (1)” SAFE**, as that gives it the best outcome, giving it 1%.

Table 4 shows the final cap table immediately after the new $10M equity round has diluted all existing investors. This model illustrates an option pool top-up to maintain it at 10% of the cap table* (which does dilute the SAFEs).