Equity Dilution Calculator

See how each funding round affects ownership. Add rounds with pre-money valuations and investment amounts to model dilution across your cap table.

Funding Rounds
Round Name Pre-Money ($) Investment ($) Option Pool (%)
Founder Ownership
0%
Total Raised
$0
Current Valuation
$0
Ownership Breakdown

Round-by-Round Detail

Cumulative ownership after each funding round

Round Pre-Money Invested Post-Money New Shares Price/Share Founder % Investor % Pool %
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How Dilution Is Calculated

Equity dilution occurs when a company issues new shares, reducing the ownership percentage of existing shareholders. This calculator models dilution through successive funding rounds using the standard venture capital approach.

For each round, the calculation follows these steps:

  • Option pool expansion (pre-money): The option pool is created from existing shares before the round prices, which means it dilutes existing holders (founders and prior investors) but not the incoming investor. This is the standard Silicon Valley convention. New pool shares = (total shares before round) × pool% / (1 − pool%).
  • Price per share: Price = pre-money valuation / total shares outstanding (after pool). This determines how many shares the investor receives.
  • New investor shares: Shares issued = investment amount / price per share.
  • Post-money valuation: Post-money = pre-money + investment amount.
  • Updated ownership: Each stakeholder's percentage = their shares / new total shares outstanding.

The option pool is treated as a single cumulative bucket across all rounds. If a round specifies a 10% pool and the company already has a 7% pool from a prior round, the calculator creates additional shares to bring the total pool to 10% of post-pool (pre-investment) shares.

Limitations

  • Simplified cap table: This model treats all founders as a single block. Real cap tables track individual shareholders, vesting schedules, and share classes (common vs. preferred).
  • No anti-dilution provisions: Preferred stock often includes anti-dilution protection (weighted average or full ratchet) that would adjust conversion ratios in a down round. This calculator does not model those mechanics.
  • No convertible instruments: SAFEs, convertible notes, and other instruments that convert at a discount or with a valuation cap are not modeled. Their conversion would create additional dilution at the priced round.
  • Option pool only: The pool percentage represents unissued options. Exercised options, RSUs, and other equity grants from the pool are not tracked separately.

This calculator is for educational and planning purposes only. Consult legal and financial professionals for actual cap table management and fundraising decisions.