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What does this round cost you?
Round size, valuation, and the option-pool top-up: the three levers that set your post-round ownership. See all three at once.
Fully diluted, before the round.
Pool top-up created before the money lands (the standard investor ask). Set 0 for no top-up.
Your ownership after the round
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Before and after the round
| Holder | Before | After |
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What your stake is worth
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How round dilution actually works
Dilution isn't one number. It's two mechanisms stacked:
- New money. Investors buying $3M of a $15M post-money company take 20%. Every existing holder scales down by exactly that 20%, proportionally.
- The pool top-up. Term sheets typically require the option pool to be refreshed pre-money, meaning the new pool comes out of existing holders only, before the investors' share is computed. A 10% post-round pool costs existing holders 10 points, and the investors pay none of it.
Worked example
You own 25% of a company raising $3M at $12M pre ($15M post) with a 10% pool top-up. New investors take 3/15 = 20%; the pool takes 10%. Existing holders keep 70% of the company, scaled proportionally: your 25% × 0.70 = 17.5%, a 30% relative dilution, of which a third came from the pool, not the money.
This is why negotiating the pool size matters as much as the valuation. An investor asking for a bigger pre-money pool is quietly lowering your effective price. That's the "pool shuffle." Model both levers before you sign; our option pool shuffle walkthrough runs the numbers, and Priced rounds & term sheets covers the full mechanics.
Beyond one round
Real dilution compounds across SAFEs converting, multiple rounds, and refreshed pools. Vquity's scenario modeler chains hypothetical rounds and exits on your actual cap table, so you can see your Series B ownership before you sign the Seed.
Frequently asked questions
Why does the option pool dilute me more than the investors?
Standard term sheets size the new pool as a percentage of the post-round company but create it pre-money, so it comes entirely out of existing holders. Investors' 20% stays 20%; your share absorbs the whole pool. That's the 'option pool shuffle.'
Is dilution bad?
Not by itself. Owning 17.5% of a $15M company beats owning 25% of a $12M one in dollar terms. Dilution is bad when the price is wrong or the pool ask is oversized relative to your actual hiring plan, which is exactly what you should negotiate.
How do converting SAFEs change this?
SAFEs convert simultaneously with the round and add their own dilution on top, at their cap or discount price. Use the SAFE calculator for a single note, or model the whole stack (SAFEs, pool, and round together) in Vquity's scenario modeler.
Move your cap table off the spreadsheet.
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