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Strategy & Funding

Cap Table Dilution

What a priced round actually costs you in ownership — including the option pool trick.

Your numbers

$M
$M
%

Results

Post-money valuation
10 $M
Pre-money plus the new cash
Investor ownership
20%
Investment ÷ post-money — the investor's slice
Existing shareholders after round
70%
What's left for founders and prior investors after the round AND the pool
Effective pre-money
7 $M
Your headline valuation minus the pool carved from it — the real price

How it works

Post-money = pre-money + investment. Investor ownership = investment ÷ post-money.

So far, so fair. The subtlety is the option pool: in a standard term sheet, the new pool is sized as a percentage of the post-money but created before the investment — it comes out of the pre-money. That means existing shareholders (you) absorb all of the pool dilution while the investor's percentage stays untouched.

The classic mistake is negotiating hard on valuation and nodding through a 15% pool. A bigger pool at the same headline valuation is just a lower effective price — check the 'effective pre-money' output to see what you're really being paid.

Worked example

You raise $2M at $8M pre-money with a 10% post-money option pool. Post-money = $10M; the investor gets $2M ÷ $10M = 20%. The pool is 10% of post ($1M of value) carved out of the pre-money, so existing shareholders drop to 70% — and your effective pre-money is really $8M − $1M = $7M.