How Much Equity Will You Give Up in Your Next Round?
What this calculates
This calculator models one priced round and shows what it does to founder ownership, including the option pool carved out of the pre-money valuation before the investor’s money arrives. It also prices that structure in points. Sivan Kadosh, a fractional CPO for B2B SaaS founders, built it, and it runs on saasfractionalcpo.com with no charge and no signup.
Raising $5,000,000 at a $20,000,000 pre-money valuation with a 10 percent pre-money option pool takes a founder from 60 percent to 42 percent ownership, 20 percent to the investor and 10 percent to the pool, and prices the round as if the pre-money were $17,500,000.
Your numbers
The round
Ownership and pool
Results update as you type. Nothing is sent anywhere, the calculation runs in your browser.
Your ownership after the round
Live60% → 42%
18 points given up in this round
- New investor
- 20%
- Option pool
- 10%
- Post-money valuation
- $25.0M
- Effective pre-money
- $17.5M
- Cost of the pre-money pool
- 1.2 points
Watch
The 20% going to the investor is about the median for a Series A, so the price of the round is ordinary. The extra 10 points come from where the option pool sits. Created before the money arrives, it is absorbed entirely by existing holders while the investor stake is left untouched. A round with no pool would leave you at 48%. This structure takes you to 42%.
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How is this calculated?
Post-money is the pre-money plus the money going in, and the investor share is the raise divided by that. Where the option pool goes decides who pays for it. Created before the money arrives, the pool comes out of the existing cap table alone, so the investor share is unaffected and everyone already holding shares absorbs the whole of it. Created afterwards, it dilutes the new investor alongside everybody else.
Formula
Post-money = pre-money + raise Investor share = raise ÷ post-money Pool created pre-money: founder after = founder before × (1 − investor − pool) Pool created post-money: founder after = founder before × (1 − investor) × (1 − pool) Effective pre-money = pre-money × (1 − investor − pool) ÷ (1 − investor) The last line is the price the existing holders are really getting. It equals the pre-money only when the pool is created after the money arrives.
- One priced round, modeled once. Convertible notes, SAFEs, multiple closes and secondary sales are all out of scope for this version, and none of them is approximated here.
- Ownership is fully diluted throughout, so the existing pool, warrants and issued options are already inside the figure you enter as your ownership today.
- The pool top-up is expressed as a share of post-money, which is how term sheets write it. A pool quoted as a share of pre-money is a different and usually smaller number.
- Effective pre-money is the price per share implied when the new pool is counted in the pre-money fully diluted total, which is the standard convention. It is what the existing holders are paid, not what the term sheet says.
- Everyone inside the existing cap table dilutes at the same rate, so a founder holding 60 percent absorbs 60 percent of whatever existing holders give up.
When this number misleads
A pre-money pool only costs you if it goes unused. The points leave the founders’ column the day the round closes, but they land in a pool that exists to hire the people who make the next round possible, and an unspent pool at the following round reduces the top-up you need then. Size it against a real hiring plan rather than accepting a round number, because the argument worth having is about the size, not the placement. Where equity replaces cash for a senior hire, equity against cash for a fractional CPO covers what that trade is actually worth.
What is typical dilution in a funding round?
Dilution has two separate causes and founders argue about the wrong one. The investor take is set by the price. The option pool is set by where it sits in the cap table, and that is a term, not a valuation.
| Round | Median dilution | What it covers |
|---|---|---|
| Seed | About 19 to 20 percent | The whole round, investor and pool together |
| Series A | About 19 to 20 percent | The whole round, investor and pool together |
| Series B | 12.9 percent | The whole round, investor and pool together |
These are medians rather than ranges, and they come from Carta’s State of Private Markets, which tracks priced rounds across tens of thousands of companies. Carta reports the medians at seed and Series A both sitting between 19 and 20 percent, and Series B falling to 12.9 percent during 2025.
The direction matters as much as the level. Across all rounds from seed through Series C, Carta puts the median dilution as having fallen from about 18 percent to about 16 percent over the past year, part of a multi-year decline. Their Founder Ownership Report covers what that leaves founders holding at each stage.
Read the two causes separately when you compare yourself to these numbers. A 20 percent investor take at a Series A is the median and nothing to argue about. A pool created out of the pre-money on top of it is a separate 10 points that lands only on people who already own shares, and it is negotiable in a way the price usually is not.
Modeling the round is the easy half. Working out what the money has to buy before the next one is the part that decides whether the dilution was worth it, and writing a SaaS business plan is where that case gets made.
Questions founders ask about this
How does an option pool affect founder dilution?
It depends entirely on where the pool is created. A pool carved out of the pre-money comes from existing holders alone, so founders absorb all of it and the incoming investor is untouched. A pool created after the money arrives dilutes the investor alongside everyone else. On a $20M pre with a $5M raise and a 10 percent pool, that difference is worth 1.2 points to a founder holding 60 percent.
What is typical dilution in a Series A?
Carta puts the median at seed and Series A both between 19 and 20 percent, covering the investor and the pool together. Across all rounds from seed through Series C they report the median falling from about 18 percent to about 16 percent over the past year. Series B came down further, to 12.9 percent during 2025.
What is the difference between pre-money and post-money?
Pre-money is what the company is valued at before the new money goes in. Post-money is that plus the raise, and the investor share is the raise divided by the post-money figure. The part that catches founders is that a pre-money valuation with a pool carved out of it is not the price it appears to be, which is why this tool reports an effective pre-money alongside the headline one.
Do SAFEs cause dilution before a priced round?
They cause it at the priced round rather than before it. A SAFE sits outside the cap table until conversion, then takes its shares at the round, diluting everyone who was already there. This version models one priced round only and does not convert SAFEs. That is on the list to add rather than something half-built here, so a cap table carrying SAFEs will show less dilution in this tool than it will see on the day.
How much equity should founders keep after Series B?
There is no number that is right for every company, and the honest answer is that it depends on how many rounds it took to get there and how large each one was. Carta’s Founder Ownership Report tracks what founders actually hold at each stage, which is a better guide than a target. The figure worth watching is the rate of decline across rounds rather than the level at any one of them.
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